Terms of Business

1. About us

Gibraltar Asset Management is a trading name of Gibraltar Asset Management Limited, a company registered in Gibraltar under number 18064, whose registered office is at World Trade Center, Suite 5.28, Gibraltar GX11 1AA.

We are authorised and regulated by the Gibraltar Financial Services Commission (the “GFSC”). Our permissions, and confirmation of our regulated status, are recorded on the GFSC's public register. We have been advising clients from Gibraltar since 1987.

2. These terms and when they apply

These terms apply from the date we accept your application and continue until the relationship is ended in accordance with section 17. They replace any previous terms of business between us.

They apply to every service we provide to you unless we agree something different with you in writing. Where a separate service agreement, mandate or product document conflicts with these terms, that document takes precedence for the service it covers.

All communications between us, and all documents we provide, will be in English.

3. Our services

Depending on what you have applied for, we may provide:

• Discretionary portfolio management — we make and implement investment decisions on your behalf, within an agreed mandate, without seeking your approval for each transaction.
• The Model Portfolio Service — a range of managed portfolios that you select yourself. This service is provided on a non-advised discretionary basis: we manage the portfolio, but the choice of portfolio is yours.
• Advisory and dealing services — we make personal recommendations to you, and you decide whether to act on them.
• Execution-only dealing — we carry out your instructions without advice, and without assessing whether the investment is suitable for you.
• Services to professional traders and to regulated intermediaries, where these are provided on the additional terms applicable to those services.

We will confirm in writing which services we are providing to you. We do not provide legal, accounting or tax advice, and nothing we provide should be relied on as such.

4. Client classification

We will classify you as a retail client, a professional client or an eligible counterparty, and will tell you your classification. Retail clients receive the highest level of regulatory protection.

You may ask to be re-classified. We are not obliged to agree, and a request to be treated as a professional client or eligible counterparty means you will lose certain protections. We will explain what those are before agreeing to any change.

You must tell us promptly if anything changes that could affect your classification.

5. Suitability and appropriateness

Where we provide advice or discretionary management, we will ask you for information about your investment objectives, financial situation, capacity for loss, and your knowledge and experience of investments. We rely on that information to assess suitability, so it must be complete, accurate and kept up to date. You must tell us if your circumstances change.

If you do not provide the information we ask for, we may be unable to advise you or to act for you.

Where a service is provided on a non-advised basis — including the Model Portfolio Service and execution-only dealing — we do not assess whether the service or investment is suitable for you. Where required, we will assess whether it is appropriate given your knowledge and experience, and will warn you if we consider that it is not. Responsibility for the decision remains yours.

6. Opening an account, identification and ongoing checks

Before we can act for you, we must verify your identity and, where relevant, the identity of any beneficial owners, and satisfy ourselves as to your source of funds and source of wealth. We are required to do this by Gibraltar's anti-money-laundering and counter-terrorist-financing legislation.

We will repeat these checks periodically and may ask for further information or documentation at any time during our relationship. We may refuse an application, delay a transaction, or suspend or end the relationship if we cannot complete our checks to our satisfaction.

We may be required by law to make a disclosure to the Gibraltar Financial Intelligence Unit or another authority. Where that is the case we may be prohibited from telling you that a disclosure has been made or from explaining a delay.

7. Your instructions and our dealing

We will accept instructions in writing, by email, by telephone, in person, or through the client portal where that facility is available to you. We may ask you to confirm an instruction before we act on it, and we may decline to act on any instruction — for example where doing so would breach a legal or regulatory obligation, or where the instruction is unclear.

We will act on instructions we reasonably believe to be genuine and given by you or by someone you have authorised. You must tell us immediately in writing if an authority you have given is withdrawn.

We may combine your order with orders for other clients where we reasonably believe this is in the overall interests of the clients concerned. Aggregation may work to your advantage or to your disadvantage on a particular order.

We are not responsible for delays or failures caused by market conditions, systems outages at third parties, or other events outside our reasonable control.

8. Best execution

When we execute or transmit orders on your behalf we take all sufficient steps to obtain the best possible result for you, taking into account price, cost, speed, likelihood of execution and settlement, size, nature and any other relevant consideration.

Where you give us a specific instruction — for example to deal on a particular venue or at a particular price — we will follow it, and doing so may prevent us from obtaining the best possible result in respect of the elements covered by that instruction.

Our order execution policy is available on request and we will notify you of any material change to it.

9. Custody of your investments and cash

Your investments and cash will normally be held by a third-party custodian or bank appointed by us, and investments may be registered in the name of a nominee company. Client assets and client money are held separately from our own.

We take reasonable skill and care in selecting, appointing and periodically reviewing custodians, but we are not responsible for their acts, omissions, insolvency or default except to the extent that we have failed to exercise that reasonable skill and care.

Where your investments are pooled with those of other clients, your individual entitlement may not be separately identifiable by certificate or other physical document, and in the event of an unreconciled shortfall you may share in that shortfall in proportion to your holding.

10. Fees, charges and taxes

Our charges are set out in our current Fee Schedule, which is provided to you before you engage us and is available on request at any time. Depending on the service, these may include management fees, dealing commission, custody and administration charges, and third-party costs such as exchange and settlement fees. Where you invest in funds or exchange traded funds, those funds bear their own ongoing charges in addition to ours.

Unless agreed otherwise, our fees are deducted from your account. We will give you notice before any change to our charges takes effect.

Charges reduce the return on your investments. You are responsible for your own tax affairs and for any tax arising on your investments. Tax treatment depends on your individual circumstances and may change. We do not provide tax advice.

11. Conflicts of interest and inducements

We maintain a conflicts of interest policy designed to identify and manage circumstances where our interests, or those of our staff or another client, may conflict with yours. A summary is available on request.

Where the arrangements we have in place are not sufficient to be reasonably confident that a risk of damage to your interests will be prevented, we will disclose the conflict to you before acting.

We do not accept fees, commission or non-monetary benefits from third parties in connection with a service provided to you, other than minor non-monetary benefits permitted by the applicable rules, which we will disclose to you.

12. Reporting and valuations

We will send you periodic statements and valuations of your portfolio, and confirmation of transactions carried out for you, in the manner and at the frequency required by the applicable rules or as otherwise agreed with you. Where the client portal is available to you, reporting may be provided through it.

Valuations are based on prices from sources we reasonably believe to be reliable, but they are indicative and are not a representation that any holding could be sold at that price.

Please check every statement, valuation and contract note carefully and tell us promptly — and in any event within 30 days — if anything appears to be incorrect.

13. Communications and call recording

We record telephone conversations and retain electronic communications that relate, or are intended to relate, to the receipt, transmission and execution of orders. Copies of those records are available on request for the period we are required to retain them.

Email and other electronic messages are not a secure medium. Unless we agree otherwise, you accept the risk of communicating with us by email, and you should never send us login credentials or full account credentials by email. We will never ask you for your password, and we will never email you asking you to move money.

14. Risk

The value of investments and the income from them can fall as well as rise, and you may not get back the amount originally invested. Past performance is not a reliable indicator of future performance.

Our Risk Warnings describe the principal risks of the investments and services we offer. They form part of your agreement with us and should be read before you invest.

15. Data protection

We process personal data in accordance with Gibraltar data protection law. Our Privacy Notice explains what personal data we collect, why we use it, who we share it with, how long we keep it, and the rights available to you. It forms part of your agreement with us.

16. Complaints

If you are unhappy with any aspect of our service, please tell us. You can write to the Compliance Officer at World Trade Center, Suite 5.28, Gibraltar GX11 1AA, telephone +350 200 75181, or email gam@gam.gi.

We will acknowledge your complaint promptly, investigate it, and write to you with the outcome. A copy of our complaints procedure is available on request.

If you are not satisfied with our final response, you may be able to refer your complaint to the Gibraltar Financial Services Commission. We will give you the relevant contact details with our final response.

17. Ending the relationship

You may end our agreement at any time by writing to us. We may end it by giving you 30 days' written notice, or immediately where we are required to do so by law or regulation, where you are in material breach of these terms, or where we are unable to complete our client due diligence.

Termination does not affect transactions already initiated, which will be completed in the ordinary course, nor any rights, obligations or liabilities that have already accrued. Fees due up to the date of termination remain payable, and periodic fees will be apportioned.

On termination we will follow your reasonable instructions to transfer or realise your investments, subject to any charges properly due and to any legal or regulatory restriction. Where we are notified of a client's death, we will not act on further instructions until we have received satisfactory evidence of the authority of the personal representatives.

18. Our liability

We are liable to you for loss you suffer as a direct result of our negligence, wilful default or fraud, or our breach of the regulatory system.

We are not liable for indirect or consequential loss, for loss of profit or opportunity, for investment losses arising from market movements, or for any failure to perform caused by circumstances beyond our reasonable control.

Nothing in these terms excludes or restricts any duty or liability we owe to you that cannot lawfully be excluded or restricted, and nothing in them affects your rights under the applicable regulatory system.

19. Investor compensation

We are a participant in the Gibraltar Investor Compensation Scheme, established under the Investor Compensation Scheme Act 2002. The scheme may pay compensation to eligible claimants if we are unable to meet our obligations to them.

Cover is subject to eligibility conditions and to limits set by the scheme. The scheme does not compensate you for a fall in the value of your investments. Details of the cover that applies, including the limits currently in force, are available from us on request.

20. Changes to these terms

We may amend these terms by giving you at least 30 days' written notice. Where a change is required by law or regulation, or is in your favour, we may make it sooner and will tell you as soon as we reasonably can.

If you do not accept a change you may end the relationship in accordance with section 17. If you continue to use our services after the change takes effect, we will treat that as acceptance.

21. General

You may not transfer your rights or obligations under these terms without our written consent. We may transfer ours to another firm that is appropriately authorised, on notice to you.

If any provision of these terms is found to be unenforceable, the remaining provisions continue in full force.

A delay in exercising a right under these terms is not a waiver of that right. A person who is not a party to these terms has no right to enforce any of them.

22. Governing law

These terms, and any dispute or claim arising out of or in connection with them, are governed by the laws of Gibraltar. The courts of Gibraltar have exclusive jurisdiction.