CONFLICTS OF INTEREST POLICY

 

1. Introduction

1.1 The General Code of Conduct for Financial Services Providers and Representatives (the “Code”) published in terms of the Financial Advisory and Intermediary Services Act, No. 37 of 2002 (“FAIS”), requires every Financial Services Provider (“FSP”) to adopt, implement and maintain a Conflict of Interest Management Policy.
 

1.2 All Employees and Associates of Balamory Investments (Pty) Ltd. as FAIS registered FSPs, (together “Balamory”), must perform their duties independently and act in the best interests of Balamory’s existing and potential clients (“Clients”).
 

1.3 Balamory has introduced reasonable mechanisms to identify Conflicts of Interest between:
  

• itself, Employees and Clients; and

• between different Clients.

 

1.4 In considering potential Conflicts of Interest, Balamory considers: (i) the structure and business activities of Balamory; and (ii) any proposed new business activities of Balamory.
 

1.5 Balamory is obliged to render unbiased and fair financial services to Clients. Accordingly, we must take all reasonable steps to avoid any business activities and/or practices that may create Conflicts of Interest between Balamory and Employee interests, and the interests of Clients. In the event that it is not possible to avoid a Conflict of Interest, Balamory will take all reasonable steps to mitigate the impact as well as appropriately disclosing any such Conflict of Interest to Clients.
 

1.6 Defined terms not otherwise defined herein are listed in the Appendix.
 

2. Purpose of this Policy

The purpose of this Conflicts of Interest Management Policy is primarily to provide mechanisms for the identification and management of Conflicts of Interest that may arise in the rendering of financial services to Clients.

 

3. Application of this Policy

This Conflicts of Interest Management Policy applies to all Employees and must be read together with the related policies listed below, some of which reflect specific categories of Conflicts of Interest: 

 

•  Gifts and Inducements;

•  Outside Interests and Personal Account Investing;

•  Insider Trading;

•  Code of Ethics;

•  Order Execution;

•  Transaction Costs Disclosure;

•  Counterparty and Credit Risk;

•  Proprietary Trading (note: while Balamory has a policy in place, it does not engage in any proprietary trading);

•  Whistleblowing.

 

4. Mechanisms through which Balamory identifies and manages actual or potential Conflicts of Interest:

4.1 All Employees are required to report any potential or actual Conflicts of Interest to the Compliance Department. The onus is on every Employee to comply with this Policy. Should any individual be uncertain as to whether they are in a conflicted situation e.g.: whether the offer they wish to make or the offer which has been made to him/her, or whether a particular action or omission amounts to a Conflict of Interest, then he/she should contact the Compliance Department immediately. 
 

4.2 Every Department Head must, on an ongoing basis, identify any actual or potential Conflicts of Interest which may arise within his or her area. These must be reported to the Compliance Department. The Compliance Department maintains a Conflicts of Interest Register which is reviewed periodically with senior management to determine whether conflicts already identified are still valid, whether the mitigation strategies in place operate effectively and whether there are any new or potential conflicts that may have arisen since the last review.
 

4.3 The Compliance Department will investigate any potential or actual Conflicts of Interest to determine whether such conflicts are conflicts as contemplated in FAIS or any other applicable legislation. The Compliance Department, in conjunction with senior management, will determine whether such Conflicts of Interest are avoidable or unavoidable conflicts.
 

4.4 If a Conflict of Interest is identified as being avoidable, then Balamory will adopt the necessary internal procedures to ensure that the activity that gives rise to the avoidable conflict, is avoided.
 

4.5 If a Conflict of Interest is identified as being unavoidable, the Compliance Department, in conjunction with senior management, will establish a strategy to mitigate the risk of such Conflict of Interest impacting negatively on Balamory’s ability to render fair and unbiased services to affected Clients.
 

4.6 Balamory will disclose any specific Conflict of Interest impacting a Client to such impacted Client, together with the mitigation strategy employed.
 

4.7 Employees are encouraged to make use of the anonymous “whistleblowing hotline” which is available to all Employees, details of which appear in the Whistleblowing Policy and on the Compliance Home Page.
 

5. Guidelines in relation to Financial or Ownership Interests

No Employee may accept/give a Financial Interest or Ownership Interest from/to a Third Party, other than an Immaterial Financial Interest (refer to the Gifts and Inducements Policy).

Balamory may not offer any Financial Interest to an Employee which incentivizes such Employee to:

•  Give preference to the quantity of business over quality of service rendered to Clients;
   

•  Give preference to a specific product supplier in the event that it is possible to recommend more than   one supplier to a Client; and/or
   

•  Give preference to a specific product in the event that it is possible to recommend more than one  product to a Client.

​

No Employee may directly or indirectly refer any actual or potential item of designated investment business to another person on their own initiative or on instruction from Balamory, if it is likely to conflict with any duty that Balamory owes to its Clients or any duty which such recipient firm owes to its Clients.

 

6. Representative’s entitlement to Financial Interest

As consideration for providing services to Clients, Representatives are entitled to remuneration by salary and other benefits in terms of their contracts of employments. No Employee may receive a Financial Interest that leads to a potential Conflict of Interest between the Employee and any Clients; 

No Employee may be remunerated in such a way that encourages that Employee to contravene this Policy.

​

7. Management of Conflicts of Interest

7.1  Once an actual or potential Conflict of Interest has been identified, it must be reported to the Compliance Department in the prescribed manner.  
 

7.2 The Compliance Department will keep a record of all actual or potential Conflicts of Interest in the Conflicts of Interest Register.  
 

7.3 The Compliance Department is responsible for monitoring Balamory’s adherence to the Conflicts of Interests Management Policy (as well as adherence to the policies relating to the identified categories of potential Conflicts of Interests).
 

7.4 All Employees are required to declare on an annual basis that they have complied with the Conflicts of Interests Management Policy and related policies.  
 

7.5 The Conflicts of Interests Management Policy and related policies are reviewed annually, and where necessary, updated to ensure that the provisions remain sufficient to identify, assess, evaluate and mitigate Conflicts of Interest.
 

8. Consequences for non-compliance 

If any Employee fails to comply with the contents of this Policy or avoids same through any means, it will be regarded as a breach of his/her employment contract. This will potentially render the individual liable to sanction under both the FAIS Act and Balamory’s disciplinary procedures.

 

9. Training of relevant Policies

All Employees must know and understand the Conflicts of Interest Management Policy as well as the policies relating to the identified categories of potential Conflicts of Interests. Appropriate training will be provided to all Employees on a periodic basis.

 

10. Acceptance and Publication of the Conflicts of Interest  

The Board has adopted this Conflicts of Interest Management Policy as well as the policies relating to the identified categories of potential Conflicts of Interest. The Conflicts of Interest Management Policy is available to all Employees in the CFM Compliance Manual on the Compliance Home Page.  

 

Appendix

Associate means in the case of a company, any subsidiary or holding company of that company, any other subsidiary of that holding company and any other company of which that holding company is a subsidiary.

Conflict of Interest means any situation in which Balamory or an Employee has an actual or potential Interest that may, in rendering a financial service to a Client:

•   Influence the objective performance of Balamory’s obligations to that Client; or

•   Prevent Balamory or an Employee from rendering an unbiased and fair financial service to that Client,   or from acting in the interests of that Client.

Employee includes:

•  A director

•  An employee of any Balamory group company, including a temporary employee and an employee employed on a fixed-term contract basis;

•  Any investment vehicle (including a trust) in which an employee has an interest;

Financial Interest: means any cash, cash equivalent, voucher, gift, service, advantage, benefit, discount, domestic or foreign travel, hospitality, accommodation, sponsorship, other incentive or valuable consideration, other than:

•   Training, that is not exclusively available to a selected group of providers or representatives, on       products and legal matters relating to those products; but excluding travel and accommodation   associated with that training;

•   General financial and industry information; and

•   Technological systems of a third party necessary for the rendering of a financial service 

Immaterial Financial Interest: means any financial interest with a determinable monetary value, the aggregate of which does not exceed ZAR1 000 in any calendar year in relation to the same Third Party in such calendar year.

 

Representative means any natural person who renders a financial service to a client for and on behalf of an FSP in terms of conditions of employment or any other mandate.

 

Ownership Interest means:

•   Any equity or proprietary interest, other than equity or an proprietary interest held as an approved         nominee on behalf of another person; and

•   Includes any dividend, profit share or similar benefit derived from that equity or ownership interest.

Third Party means:

•   A product supplier within the financial services industry

•   A financial services provider (FSP)

•   Any other service provider which provides or may potentially provide services

•   All clients or potential clients for whom Balamory renders a permitted financial service

•   Securities issuers

•   An associate of any of the above