Terms and Conditions

      To help you understand the main points of our terms and conditions and provide some guidance on how to navigate them we’ve put together this short summary. Please remember that this is only a summary and in case of any query the full terms and conditions will prevail. The comments in this summary relate to the General Terms, except where otherwise specified.

      Before you decide to invest you should be sure to retain adequate emergency cash. We view around three months' salary a good starting point. We will help you decide which Investcity portfolio best suits your goals, or help you build your own portfolio. This qualifies as simplified advice, which we have permission from our regulator to provide. See our Definitions or the FCA website.

      We will provide you with a discretionary investment management service, which means that we make all investment decisions on your behalf. Once you have chosen a risk level for your portfolio and sent in your money, we will invest in the assets we believe will help you reach your investment goal. When we invest for you, we do so in line with our best execution policy which means we will try and get the best outcomes for you, such as prices and speed of execution. You can read more in Appendix A: Best Execution Policy.

      At the moment we invest exclusively in Exchange-Traded Funds (ETFs) though we may use other investment types in the future. Appendix B: Customer Investment Risks explains the risks of the investments we trade or may trade. Please read this Appendix carefully.

      Our normal method of communication with customers is by secure email. You can also contact us by web chat and telephone. Our support email address is support@investcity.com.

      There is no minimum investment.

      Fees and charges are explained in Appendix E: Fees and Charges Schedule. We charge a straightforward annual portfolio management fee based on how much you've paid in to your portfolio. The fee ranges from 0.3% to 0.95% including VAT. There are additional admin charges if you want to make express payments or express withdrawals.

      We are authorised and regulated globally by the Cyprus Securities and Exchange Commission, and in the UK by the Financial Conduct Authority and we will promptly respond to any complaints that you may have. All contact details are on the website as well as in these terms. We are also covered by the Financial Services Compensation Scheme, which provides protection of your investments up to a certain amount.

      You may terminate your agreement with 30 days notice. However, if you have a Investcity Personal Pension, you should tell us which pension provider we should send your money to. The amount of money you receive will take into account any gains or losses from market movements during the time it was invested.

      If you want an ISA with us you will also need to sign up to the additional ISA terms so that you comply with the government (HMRC) regulations regarding ISAs, including the limit on total contributions in one year.

      All your assets and money are held with us and we have appointed several sub-custodians as appropriate to different asset classes (our “Sub-Custodian”), and your money is held with ____ Bank plc (our “Client Money Bank”). You can read more in Appendix D: Custody and Client Money.

      Finally, we are committed to taking measures to recognise, supervise and resolve any conflicts of interest. This is described in Appendix C: Conflicts of Interest.

      We hope this summary gives you a good overview of our terms and conditions. The full details are set out below but should you have any questions, do please get in touch.

  1. IMPORTANT INFORMATION
    1.1

         In these Terms and Conditions, references to "us" and "we" means Investcity Saving and Investment Limited, trading as Investcity. The term "customer" and "client" and "you" and "your" means any person operating an Account with us.

    1.2

         These Terms and Conditions together with information you provide in your profile and your portfolio on the website www.investcity.com (your “Account”) constitute the Investment Management Agreement ("Agreement") between you and us for the provision of investment services as set out below. We are authorised and regulated in the UK by the Financial Conduct Authority ("FCA"), whose address is 25 The North Colonnade, Canary Wharf, London E14 5HS, www.fca.org.uk. Our firm reference number is 727735.

    1.3

         These Terms and Conditions contain important information regarding the services that we will provide to you and for your own protection you should read them carefully before accepting them. If you do not understand anything in these Terms and Conditions please email support@investcity.com and ask for further information.

  2. COMMENCEMENT OF THIS AGREEMENT
    2.1

         This Agreement will become legally binding and we will start providing the services to you once we have received confirmation of your completed Account and satisfactory money laundering verification information as set out at clause 4.1 below.

  3. COMMUNICATIONS
    3.1

         We may communicate with you at any time including, when appropriate, by telephone. If as a result of any unsolicited communication from us, you enter into any investment transaction you will not have the right under Section 30 of the Financial Services and Markets Act 2000 (“FSMA”) to treat such investment transaction as unenforceable.

    3.2

         You can give us instructions and notifications in relation to investments we hold on your behalf (your "Portfolio") electronically using the website, and/or by communicating with us via our website. We will not be obliged to act on any instruction and in particular we will not act on any instruction where it is illegal or against any relevant rule or regulation to do so. Where we do act on your instructions we will do so as soon as reasonably practicable once we have received them.

    3.3

         We may act on any instruction or other notification which we believe in good faith is from you without carrying out any further checks or investigations. We will not be liable for following an instruction or notification which is not in fact genuine or for not following or for investigating further any instruction or notification we believe may not be genuine. We will not be liable for any error of transmission or misunderstanding, or for the fraud of any other party (except in the case of our negligence, wilful default or fraud as described in clause 22 of this Agreement). We are not obliged to acknowledge receipt of your instructions.

    3.4

         We will send all notices, information and other correspondence to you at the email address set out in the Client Agreement Form or such other email address as you may designate in your personal profile ("Profile") from time to time. In the event any notice, information or other correspondence is sent to you via letter, such letter will be sent to the postal address set out in the Client Agreement Form, or such postal address as you may later designate in your Profile, and will be deemed to be delivered on the second business day after posting.

    3.5

         We may record and monitor telephone conversations that we have with you. We will store recordings for the period required by law or for as long as we consider appropriate.

    3.6

         We cannot guarantee that electronic communications will be successfully delivered, or that they will be secure and virus free. We will not be liable for any loss, damage, expense, harm or inconvenience caused as a result of an email being lost, delayed, intercepted, corrupted or otherwise altered or for failing to be delivered for any reason beyond our reasonable control.

    3.7

         All communications in relation to services provided under this Agreement will be in English.

  4. YOUR INFORMATION
    4.1

         We are required to verify your identity in accordance with UK money laundering legislation. For this reason we may use your personal data, as that phrase is defined in the EU Data Protection Directive (“personal information”), in order to carry out electronic searches on private and public databases. We will keep records of any information obtained. We may use credit reference agencies which will record that an enquiry has been made. By entering into this Agreement you confirm your acceptance of our use of credit reference agencies which will result in such a record.

    4.2

         In order to provide services to you we need to collect, use, share and store personal financial information about you, including your personal information. We make every effort to protect the privacy of our customers' personal information. Other than as set out below, your personal information will not be disclosed, transferred or sold to any third party for any purpose.

    4.3

         You authorise us to use any of your personal information which is relevant to our provision of services to you for all reasonable purposes in relation to your Portfolio. We may retain and continue to process your personal information after the termination of this Agreement or any other agreement between you and us. Your personal information may be transferred or disclosed to and/or by third parties where necessary. This enables us to provide services to you and to discharge our obligations to third parties, including relevant stock exchanges, government agencies and regulators. Your personal information may be transferred outside of the European Economic area.

    4.4

         With your consent, your personal information may be used by us in order to provide you with information and marketing materials in relation to our other products and services. By entering into this Agreement you confirm your wish for your personal information to be processed for these additional purposes. If you do not wish your personal information to be processed in this way, please notify us by contacting the Data Protection Officer at support@investcity.com.

    4.5

         You can request copies of your personal information held by us or any service provider we appoint to provide you with the services under this Agreement by notifying us by contacting the Data Protection Officer at support@investcity.com. We charge a fee for providing you with this information as set out in the Fees and Charges Schedule at Appendix E: Fees and Charges Schedule. You should notify us if any of the information held is incorrect.

    4.6

         From time to time we work with partner organisations who introduce you to our services. In these cases, you authorise us to share with the partner organisation your personal information which is relevant to providing the services to you.

    4.7

         We do not provide copies of information to your financial advisers.

  5. CUSTOMER CATEGORISATION
    5.1

         Services provided by us under this Agreement will be on the basis that you are a Retail Client as defined in the FCA Handbook. This means that you are entitled to the protections that must be provided to Retail Clients under the rules contained in the FCA Handbook (the FCA Rules) and under relevant legislation. If you would like further information on the nature of these protections, please notify us by contacting the Compliance Officer at support@investcity.com.

    5.2

         If you hold an account jointly or otherwise hold assets jointly, with any other person, then you and any such other person(s) shall have joint and several liability to Investcity. Examples of situations where such joint and several liability may arise are as follows:

    • Joint account holders: As well as joint account holders being jointly and severally liable in the way described above, any payment or accounting made by Investcity to any one or more of those account holders will be treated as made to all of them.
    • Trustees: As well as the trustees of any trust being jointly and severally liable to Investcity in the way described above, Investcity will treat the trustees as its client and not any beneficiary of the trust. Any payment or accounting made by Investcity to any one or more of the trustees will be treated as made to all of them.

  6. SERVICES
    6.1

         The services that we will provide under the terms of this Agreement are only available to UK residents, partnerships formed under the laws of the UK or bodies incorporated in the UK which may include corporate bodies, charitable foundations and investment and unit trusts. At our discretion and in line with our regulatory permissions we may accept non-UK residents who approach us as a potential customer providing we are able to satisfy certain requirements to confirm the status and identity of such customers.

    6.2

         We will provide you with a number of different levels of services under the terms of this Agreement as follows:

    • simplified investment advice about which Investcity portfolio is right for you;s
    • discretionary investment management of your Portfolio;
    • safe custody of your investments;
    • ISA management services, and
    • Personal Pension Portfolio ("Investcity Personal Pension"), together (the "services").

    6.3

         We are responsible for the provision of post execution services subject to the terms set out in Appendix D: Custody and Client Money to this Agreement. In this capacity we have entered into agreements with:

    • our Sub-Custodian for custody and settlement services; and
    • our Client Money Bank to hold Client Money in designated bank accounts subject to FCA compliance obligations.

    6.4

         We have entered into an agreement with a pension scheme administrator to operate the Investcity Personal Pension on behalf of you where you have selected this service and become a member of a Investcity Personal Pension. These services will be provided to you on and subject to the terms set out in the Additional Pension Terms.

  7. SIMPLIFIED INVESTMENT ADVICE
    7.1

         We provide advice using a streamlined process aiming to address straightforward investment advice needs. Simplified advice is generally appropriate for people who do not need to reduce existing debt, have adequate emergency funds and have insurance to protect their families if anything were to happen to them. Therefore you will have some disposable income or capital you wish to invest.

    Before you decide to invest you should be sure that your immediate financial priorities are met.

         Our advice is restricted to a specific need as expressed for your investment pot. When ensuring the advice is suitable, we do not consider your whole financial picture or existing financial products you may have. We will only advise about Investcity investment portfolios. We do not consider all products and services that could be suitable.

         While we can help you to transfer existing investments to your Investcity portfolio, this will be when you instruct us to do so — this is called execution only. This is because we do not advise on the suitability of investments that we do not manage.

  8. DISCRETIONARY MANAGEMENT SERVICE
    8.1

         Your Account comprises personal information about you and your risk profile in addition to different investment objectives in each of your pots (“Pots”) within your overall investment Portfolio.

    8.2

         You have advised us of your investment and risk objectives ("Objectives") in your Account. We will use these to manage your Account. You may change your Objectives at any time by updating your Account or by contacting us by email at support@Investcity.com. We reserve the right to amend and reissue the Agreement following such change. You agree that the Account is fair and reasonable and an accurate reflection of your Objectives, unless you notify us of any change you wish to make or where we consider changes are necessary following a periodic review.

    8.3

         We will manage your Portfolio on a fully discretionary basis. This means that we will make investment decisions in relation to the cash/assets in each of your Pots within your Portfolio on your behalf in accordance with information in your Account. We will take all reasonable steps to manage each of the Pots in your Portfolio with due care and skill.

    8.4

         While we can help you to transfer existing investments to your Investcity portfolio, this will be when you instruct us to do so — this is called execution only. This is because we do not advise on the suitability of investments that we do not manage.

    8.5

         We may make common investment decisions which apply to a number of customer portfolios including your Portfolio.

    8.6

         Please see the general description of the nature and risks of the investments in which you may invest contained in Appendix B: Customer Investment Risks of these Terms and Conditions. Please note that we are unable to provide any guarantee as to the performance of any particular investments or a portfolio as a whole.

    8.7

         Where we receive money with no instructions, we will use our best judgement to apply the money to the relevant Pot. For example, where you have created two or more Pots and you send us money with no instruction, which differs in value to the pledges that you have set up on your Account, we will apply the money to each of the Pots in the same proportions as the original pledge amounts that you set up. Monies for The Investcity Personal Pension are dealt with separately from monies held in other Pots in your Account.

  9. DISCRETIONARY MANAGEMENT SERVICE
    9.1

         For each Pot in your Portfolio, there are no minimum initial investments or minimum regular monthly payments.

  10. SUITABILITY
    10.1

         Where we make a decision to deal on your behalf in relation to your Portfolio, we will assess the suitability of the transaction for you based on the information you have provided to us about your knowledge and experience of the investment field relevant to the particular kind of investment, your financial situation and your Objectives, in accordance with the relevant FCA Rules.

    10.2

         We will provide you with a suitability report which sets out the basis for our portfolio management strategy, as required by FCA Rules.

  11. BEST EXECUTION
    11.1

         Where we deal on your behalf, we will normally be required to provide best execution, meaning that transactions entered into should be on the best terms reasonably available. To achieve best execution we will deal in accordance with our best execution policy ("Best Execution Policy"), as detailed in in Appendix A: Best Execution Policy.

  12. POOLING
    12.1

         We may pool (aggregate) your transactions with those of other customers without seeking agreement from you beforehand. We will only do so where we believe that this is unlikely to disadvantage your overall position, although it may do so in relation to any specific order.

  13. DELEGATION AND REFERRALS
    13.1

         We reserve the right to perform any of our obligations to you through the agency of an associate or any third party of our choosing. This means that we may appoint another person or entity to provide the services to you under this Agreement. We will take all reasonable steps to satisfy ourselves that any person whom we appoint to provide any services to you or to perform any of our obligations on our behalf is suitably competent to do so. We will ensure that all such parties commit to provide you with best execution as set out in the FCA Rules where this is applicable.

    13.2

         Where appropriate in light of your Account, we may offer to refer you to third parties to provide certain additional services. We will not make any such referral without your agreement. We may also accept referrals of business from third parties.

  14. FEES AND CHARGES
    14.1

         Our fees and charges are calculated on the basis and at the rates shown and are payable as set out in the Fees and Charges Schedule at Appendix E: Fees and Charges Schedule. We reserve the right to change these rates from time to time and will notify you of any such changes by email.

    14.2

         We may deduct any amounts payable by you to us from your Account. If the available funds are insufficient, we may sell assets held as part of your Account to cover such charges.

    14.3

         Where we invest in collective investment schemes, which might include unit trusts, investment trusts and open ended investment companies we may receive a commission from the manager of the collective investment scheme invested in. In these circumstances we will credit your Portfolio with the amount of the commission.

    14.4

         We may pay (or receive from third parties), fees in relation to referrals of business. Please also see Appendix C: Conflicts of Interest.

    14.5

         We may receive payment from or share charges with a third party. Further information about such payments or shared charges is available on request.

  15. STATEMENTS AND REPORTS
    15.1

         In line with providing you with discretionary management services, we will provide you with valuation reports electronically every six months, dated 5th October and 5th April. These reports will include details of all transactions during the relevant period, details of the contents of your Account, the current market value and the basis of valuation, income and interest and fees charged. You may request the valuation reports to be provided quarterly to you by modifying your Account preferences.

    15.2

         If your employer requires confirmation, we will provide a letter certifying the provision of discretionary management services. In general, most employers will accept an electronic copy of this letter which we will provide free of charge. If however you require an original signed copy we can post this to you, the fees for which are defined in Appendix E: Fees and Charges Schedule. Requests to issue certification letters should be sent to us by e-mail.

  16. EXECUTION VENUES AND COUNTERPARTIES
    16.1

         Unless otherwise expressly agreed in advance in writing, we may deal on any markets or exchanges and with any counterparties that we believe provide the best outcome reasonably available. All transactions will be carried out in accordance with the rules and regulations of the relevant market or exchange, and we may take any steps as may be required or permitted by such rules and regulations and/or by appropriate market practice.

  17. CLIENT MONEY
    17.1

         Any cash from time to time held in your Account ("Client Money") will be held in accordance with the FCA client money rules as set out in the FCA Rules in one or more segregated accounts with an approved bank. Please also see Appendix D: Custody and Client Money. Client Money accounts may include the balances of more than one client. Client Money may also be placed on overnight or short-term deposit. We will act in good faith and with due diligence in the selection and monitoring of banks holding Client Money. Where relevant you will be responsible for any additional income tax liability which may be incurred.

    17.2

         We may operate Client Money accounts outside the UK and therefore please note that:

    • Joint account holders: As well as joint account holders being jointly and severally liable in the way described above, any payment or accounting made by Investcity to any one or more of those account holders will be treated as made to all of them.
    • Trustees: As well as the trustees of any trust being jointly and severally liable to Investcity in the way described above, Investcity will treat the trustees as its client and not any beneficiary of the trust. Any payment or accounting made by Investcity to any one or more of the trustees will be treated as made to all of them.

    17.3

         Customer money may be passed by us to a settlement agent in a jurisdiction outside the UK. If the settlement agent defaults, fails or is unable to meet its obligations, customer money may be treated differently from the position which would apply if the money was held in the UK.

    17.4

         We reserve the right to only make external payments to and to accept payments from the bank account stated in your Account.

  18. INCOME
    18.1

         Income earned on the investments held in your Portfolio which is payable to you will be remitted to your Portfolio and may be reinvested.

  19. INTEREST
    19.1

         Interest earned on cash in your Portfolio is calculated on at least a half annual basis at a rate which will not be less than that set out in Appendix E: Fees and Charges Schedule. Interest earned on cash will be remitted to your Portfolio and may be reinvested. Any interest paid to you will be held in your account in accordance with the FCA client money rules.

  20. CUSTODY AND NOMINEE COMPANIES
    20.1

         We are authorised by the FCA to act as your Custodian. This means that we are responsible for the safekeeping of your Portfolio. We have entered into agreements with:

    • our Sub-Custodian for custody and settlement services;
    • our Client Money Bank to hold Client Money in designated bank accounts subject to our obligations under the FCA Rules.

    Further details are in Appendix D: Custody and Client Money.

    20.2

         We are not obliged to provide prior notice to you before terminating our relationship with our Sub-Custodian or Client Money Bank, or appointing replacement or additional parties. We will notify you of the identity of any replacement we may appoint


  21. CONFLICTS OF INTEREST
    21.1

         We or anyone connected with us, may carry out certain transactions for you where we, or another customer of ours, have a duty that may conflict with our duty to you. We will manage any such conflict or potential conflict to ensure that it does not materially affect the transactions we carry out for you. We will inform you if we consider that we cannot adequately manage a conflict.

    21.2

         We or anyone connected with us, may carry out certain transactions for you where we, or another customer of ours, have a duty that may conflict with our duty to you. We will manage any such conflict or potential conflict to ensure that it does not materially affect the transactions we carry out for you. We will inform you if we consider that we cannot adequately manage a conflict.


  22. LIABILITY
    22.1

         We accept responsibility for any loss, damages or costs suffered or incurred by you only to the extent that such loss arises directly from our gross negligence, wilful default, fraud, and/or our deliberate and wilful breach of any duties which we owe you under FSMA, rules and regulations made under FSMA or FCA Rules. We will not be liable for any other losses, damages or costs suffered or incurred by you.

    22.2

         We will take reasonable care in the assessment and appointment of Sub-Custodians, pension scheme administrators, bankers, counterparties, agents and other third parties. We accept responsibility for any loss, damages or costs incurred by you only where these arise from our, negligence, wilful default or fraud in the assessment or appointment of such persons. We will not be responsible in any other circumstance for the actions of any such third parties.

    22.3

         We do not accept responsibility for any loss, damages or costs you may incur as a result of any cause beyond our reasonable control.

    22.4

         All tax matters relating to your own tax position are your own responsibility and we have no responsibility towards you with regard to your personal tax position.

    22.5

         Where you have selected a Investcity Personal Pension, we do not take responsibility in relation to the transfer of benefits from another registered pension scheme to your plan. The responsibility of Investcity for any money or investments only arises when such money or investments become part of your plan.

    22.6

         You will be liable to us for any cost, expense, loss or any damage incurred by us (including but not limited to professional advisors' fees) arising from your breach of this Agreement, negligence, wilful default or fraud.


  23. DEPOSITS AND WITHDRAWALS
    23.1 Deposits

         We accept payment from a personal or joint UK account which you're authorised to use by the following methods:

    • Debit Card;
    • Direct Debit; and
    • Bank Transfer.

         When you make a payment by Debit Card, this payment will be processed by our provider Stripe, who is authorised as an e-money firm and is therefore, subject to the Payment Services Regulations. These payments typically take 3 business days to reach us (with a maximum of 7 business days), during which time the money is held by Stripe in an account protected by Client Money rules at Wells Fargo, London branch in the UK.

         When you make a payment by Direct Debit, this payment will be processed by our bank. These payments typically take 2 business days to reach us (with a maximum of 7 business days).

    23.2 Withdrawals

         Where we pay out money to you by Bank Transfer, we will pay the money into an account nominated by you upon settlement of any assets in your account that must be converted to cash in order to make such payment.

         Where you pay money into your account by Debit Card, and you request a withdrawal within 60 calendar days, we reserve the right to return funds to the same Debit Card.

    23.3 Chargebacks

         When you cancel a Debit Card payment (“chargeback”), we will debit your Account by the amount being reimbursed. In the event that there is insufficient money in your Account we will convert assets in your account into cash as required and hold you liable if the account is in debit.

    23.4 Direct Debit

         If you ask to cancel a Direct Debit payment after we have claimed the funds, we will return the funds and debit your Account. In the event that we need to convert some of your assets to cash in order to settle amounts outstanding on your account, you may incur a profit or loss. If your Account becomes overdrawn we will contact you in order to settle amounts outstanding on your account.

    23.5 In Specie Transfers

         We typically only transfer cash to or from you. In exceptional circumstances where we agree to transfer an account 'in-specie', we will levy a charge per investment (line of stock) as itemised in Appendix E4.


  24. AMENDING THIS AGREEMENT
    24.1

         We may amend this Agreement by giving you 10 business days' notice by email. If we are required to amend this Agreement for reasons of compliance with the FCA Rules, or any other applicable law or regulation, however, we may do so with immediate effect.


  25. COMPLAINTS
    25.1

         Should you have any complaints in relation to the services, please notify us by emailing the Head of Customer Support at support@Investcity.com. We will aim to acknowledge your complaint promptly, investigate the circumstances and report the results to you.

    25.2

         If your complaint is unresolved 8 weeks from the date you first made the complaint you may refer it directly to The Financial Ombudsman Service ("FOS"). The address of FOS is Exchange Tower, London E14 9SR www.financial-ombudsman.org.uk. Certain customers, such as larger companies and trusts may not have access to the Financial Ombudsman Service.
    You can use the European Online Dispute Resolution platform at ec.europa.eu/consumers/odr to verify this.


  26. COMPENSATION
    26.1

         Investcity is covered by the Financial Services Compensation Scheme ("FSCS"). You may be entitled to compensation from the FSCS in the event that we have stopped trading or are declared to be in default and we cannot meet our obligations. This depends upon the type of business and the circumstances of the claim. The FSCS offers different levels of cover for different types of business. Most types of investment business are covered currently for 100 per cent of the first £50,000. Further information about compensation arrangements is available from the FSCS (www.fscs.org.uk).

    26.2

         In the event that an investment is unable to meet its obligations, this will not in itself entitle investors to compensation from the FSCS. Likewise if the performance of a fund does not match any illustrated benefits, investors will not, for that reason alone, be entitled to any compensation under the FSCS.


  27. TERMINATION
    27.1

         You may terminate this Agreement at any time, to take effect 30 days after we receive notice from you through the website, subject to the settlement of all outstanding transactions. The charges as outlined in the Fees and Charges Schedule will apply. We may pass on to you charges levied by third parties as a result of the termination of this Agreement. Transactions already in progress will be completed in the normal course of business.

    27.2

         We may terminate this Agreement by giving you 30 business days' notice by email, subject to the settlement of all outstanding transactions.

    27.3

         No additional amount will be payable solely for terminating the Agreement, except that you will pay a due proportion of our fees to the date of termination, the transfer charges as outlined in the relevant Fees and Charges Schedule, any expenses reasonably incurred by us in giving effect to such termination and any losses incurred in settling or concluding outstanding obligations.

    27.4

         We may deduct these fees and expenses from any money forming part of your Portfolio and/or sell sufficient assets from your Portfolio to cover such fees and expenses.

    27.5

         On termination of this Agreement, we will, following payment in accordance with clause 27.3 and settlement of all outstanding transactions, re-register your assets and transfer your cash as you reasonably request. If you make no reasonable request, we will take steps to re-register your assets in your name and to transfer your cash to you at our discretion.

    27.6

         After you close your Account, it is possible that further monies may reach your account (for example, dividend payments). However, if the balance of your account is less than £25, six years after the closing of your Account and we have made at least one attempt to contact you to which you have not responded within 27 days, we reserve the right to pay that small balance to a registered charity of our choice.

    27.7

         After you close your Account, it is possible that further monies may reach your account (for example, dividend payments). However, if the balance of your account is less than £1, six months after the closing of your Account, we reserve the right to pay that small balance to a registered charity of our choice.


  28. ASSIGNMENT
    28.1

         You do not have the right to assign or otherwise transfer to any other party your rights or obligations under this Agreement.

    28.2

         We may assign our rights and obligations under this Agreement at any time, and will send you notice by email of any such assignment prior to its taking effect.


  29. INACTIVE ACCOUNTS
    29.1

         We will mark any Account as dormant if it has been inactive for at least one year to protect both you and us. If you ask us, we will tell you how you can access your Account. If you have money in a dormant Account, it will remain your property (or if you die it will form part of your estate).


  30. ENTIRE AGREEMENT
    30.1

         This Agreement constitutes the entire agreement between you and us and supersedes and extinguishes all previous agreements and arrangements between us, whether written or oral, relating to its subject matter.


  31. GOVERNING LAW
    31.1

         This Agreement constitutes the entire agreement between you and us and supersedes and extinguishes all previous agreements and arrangements between us, whether written or oral, relating to its subject matter.

    31.2

         The parties irrevocably agree that the courts of England and Wales will have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement (including non-contractual disputes or claims).


  32. CANCELLATION
    32.1

         You have a period of 14 days, beginning on the date on which your Account is opened or the date on which you receive a copy of these Terms and Conditions and other related documents, whichever is the latest, within which to cancel your Account. Investcity will sell any investments made on your behalf but will not be responsible for any market loss that you may incur as a result.


  33. THIRD PARTIES
    33.1

         A person who is not a party to this agreement cannot enforce or enjoy the benefit of any term of this Agreement under the Contracts (Rights of Third Parties) Act 1999.


  34. TREATING CUSTOMERS FAIRLY
    34.1

         Our regulator, the FCA, stipulates that financial firms operate in line with the principles known as 'treating customers fairly' and 'fair customer outcomes'. More information outlining these principles can be found on the FCA website at www.fca.gov.uk.

    34.2

         Whilst Investcity is wholly committed to addressing these principles, it also seeks to exceed them through customer-centric design of its products and services.


  35. SUBJECT ACCESS REQUEST
    35.1

         You can request the information we hold on file for you at any time by sending us an emailentitled ‘Subject Access Request’, detailing the information that you are looking for. You should confirm in your email that you are happy to accept the charge as covered in Appendix E4.1. We will write back to you with the information required, generally within 10 working days.

    35.2

         From time to time we also receive requests from third parties, such as financial advisers, for information that we hold on file for you. These requests are often coupled with a lengthy questionnaire requesting details of your holdings with us. In this instance we will send you an email to ask whether you authorise us to respond to the request and to levy the charge covered in Appendix E4.1.


  36. DEFINITIONS
    Business Days

         This means any day on which the London Stock Exchange is open for trading

    CCP

         This stands for central counterparty, which is typically an institution that acts as an intermediary between two market participants. The seller of a security sells to the central counterparty. The central counterparty simultaneously sells to the buyer. This means that if one party defaults then the central counterparty will absorb the loss. This reduces the amount of counterparty risk that market participants are exposed to.
    Certain markets that Investcity trades in on your behalf will involve a CCP and such transactions will be subject to the rules of the CCP.

    Charge

         A charge does not involve a transfer of ownership but gives a degree of control to a third party over any dealing or disposal of the asset.
    Certain markets that Investcity trades in on your behalf will involve a CCP and such transactions will be subject to the rules of the CCP.

    Clearing and Settlement Services

         The process by which, once an investment has been bought or sold on your behalf, the money is transferred from the buyer to the seller and the investments or the title to the investments is transferred from the seller to the buyer.

    CSD

         This stands for central securities depository which is a financial institution that custodies securities and provides securities settlement services to one or more markets.
    When settling a transaction on your behalf Investcity may have to settle such transaction through a central securities depository or other securities settlement system and the transactions will be subject to the rules of the CSD.

    Custodian

         We are your Custodian and when acting in that role we are authorised by FCA to keep safe and administer your investments in accordance with the FCA's Client Assets Rules.

    Dealing or Execution Services

         These terms relate to the buying or selling of investments on your behalf.

    Joint and Several Liability

         If joint and several liability applies, the effect is that both you and the other person(s) separately promise to meet all obligations under these terms of business in respect of the account either (1) jointly with the other person(s); and (2) individually.

    Lien

         A Lien allows the person holding the asset to withhold or retain such asset pending the satisfaction of your obligations to them.

    Margin or Collateral

         This is where your money or investments are passed to a Relevant Party in order to provide security against the performance of obligations.

    Mortgage

         A mortgage transfers the ownership of an asset to a third party on the condition that it will be re-transferred on the discharge of the obligations owed to that third party.

    Netting

         Netting is the process under which Investcity and/or the counterparty, CCP, CSD or other body concerned with settling a transaction are entitled to reduce their obligations to each other by setting off their obligations to deliver cash or securities to one another. This will give a single amount owing to one party from the other rather than a two-way payment. This single amount will then be paid or delivered to the relevant party.

    Nominee Company

         A nominee company is one which is used solely for holding investments separately and which does not carry on any other business.

    Relevant Party

         This includes (but is not limited to) an exchange, clearing house, intermediate broker, settlement agent or a counterparty dealt with directly (over the counter) outside of any exchange. The Relevant Party may be located in the UK or elsewhere.

    Safe Custody Services

         Service relating to the safekeeping and administration of any investments held by Investcity or its nominee company on your behalf.

    Set-Off

         This may arise where both you and Investcity owe sums to each other. In such circumstances Investcity may deduct any sums owed to it by you from any sums that are owed by Investcity to you so as to either eliminate or reduce Investcity’s liability to you.

    Simplified Advice

         Advice that is limited to one or more of a customer's specific needs and does not involve analysis of the customer's circumstances that are not directly relevant to those needs.

    Sub-Custodian

         This refers to a third party custodian (or its nominee company) who Investcity selects under the FCA Rules to act on its behalf to keep safe and administer your investments.

    Time shall be of the Essence

         The use of this term in relation to any payment, delivery or other obligation you have to Investcity means that Investcity shall be entitled to terminate these terms of business and, if appropriate, claim damages from you if you fail to perform your obligation in accordance with the time specified. It is intended to ensure that the relevant deadlines are strictly complied with.


    ADDITIONAL TERMS FOR CUSTOMERS WITH STOCKS AND SHARES ISAS

    This section contains additional terms and conditions applicable to the Stocks and Shares ISA.

    It should be read in conjunction with our Terms and Conditions for the provision of investment services. The Agreement for your Stocks and Shares ISA will consist of your Account, the Terms and Conditions, these Additional Terms and the Investcity Stocks and Shares ISA Application Form on the website and/or Investcity ISA Transfer Form.


  37. IMPORTANT INFORMATION
    37.1

         You are subscribing to a Stocks and Shares ISA for the current tax year and each subsequent tax year by sending funds from your bank or transferring a current tax year ISA.

    37.2

         You can only subscribe to one Stocks and Shares ISA within each tax year.

    37.3

         To subscribe for a Stocks and Shares ISA you have to be a UK resident aged 18 or over.

    37.4

         This agreement will commence on the day we have both a valid application and receipt of your first subscription, or where you are transferring to us from another ISA manager, on the day we have both a valid transfer application form and receipt of the proceeds of transfer from your previous ISA manager.


  38. INVESTMENT STRATEGY
    38.1

         Your Stocks and Shares ISA will be invested on a discretionary basis in accordance with your Objectives set out by you in your Account subject always to the requirements of HM Revenue & Customs ("HMRC").

    38.2

         For each new tax year, all contributions to your Account will be allocated first to your Stocks and Shares ISA until the maximum subscription is reached for that year, or until your own pre-set limit. Once the maximum subscription or your own pre-set limit is reached, future contributions are allocated to the non-ISA remainder of your Account.


  39. INVESTING IN A STOCKS AND SHARES ISA
    39.1

         Investments into a Stocks and Shares ISA may be by cheque, bank transfer, transfer of cash from an existing Portfolio held with us or by transfer from another ISA manager (subject to HMRC's ISA transfer rules).

    39.2

         You will at all times be the beneficial owner of any investments held in your ISA. You must not use the investments and/or cash in your ISA as security for a loan except to the extent permitted by the Individual Savings Account Regulations 1998 ("Regulations").

    39.3

         Your investments will be registered in the name of Investcity. You will at all times remain the beneficial owner of any of your investments.

    39.4

         The total of contributions to be invested in any tax year will not be more than the maximum permitted to be invested in stocks and shares by the Regulations for that tax year.


  40. SHAREHOLDERS' RIGHTS
    40.1

    If you so request in writing, we will arrange for you to:

    • receive the report, accounts and other information issued by a company, attend and vote at such shareholders’ meetings or unit holders’ meetings. Where you do this, we shall use reasonable endeavours, where possible, to make appropriate arrangements on the terms and within the timescales we may impose; and
    • exercise any voting rights attached to your investments, whether exercisable at an annual general meeting ("AGM") or otherwise. We are not obliged to but we may notify you of any AGMs applicable to your investments.


  41. WITHDRAWING YOUR ISA INVESTMENT
    41.1

         You will not incur tax liabilities by withdrawing. We will send an acknowledgment of your instructions to you at the email address you designate in your Account.

    41.2

         At your request, we will transfer all or part of your ISA investments (with the associated rights and obligations) to another ISA manager, subject to HMRC's ISA transfer rules.

    41.3

         We will process your withdrawal or transfer request promptly and normally within the 30 day maximum period stipulated by HMRC, subject to circumstances outside our control. Should you wish the withdrawal or transfer to take place at a particular time, we will endeavour to meet this request. However, in the case of transfers, we are reliant on the receiving manager and cannot guarantee to do so.


  42. ISA REGULATIONS
    42.1

         You authorise us to disclose to HMRC all such information as required by law. We will notify you by email if, by reason of any failure to satisfy the provisions of the Regulations, your Stocks and Shares ISA becomes void.


  43. DELEGATION
    43.1

         We will satisfy ourselves that any person to whom we delegate any of our functions or responsibilities under the terms agreed with you is competent to carry out any of those functions and responsibilities.


  44. TIMING
    44.1

         These terms and conditions are effective from 22 December 2014.


APPENDIX A: BEST EXECUTION POLICY

     Under the terms of the Markets in Financial Instruments Directive (“MiFID”), we are required to put in place an order execution policy and to take all reasonable steps to obtain the best possible result on behalf of our clients when executing orders.

A1 QUALITY OF EXECUTION

     We are a discretionary investment manager. We aggregate all client orders and trade on a consolidated basis.

     When executing these orders we take all reasonable steps to achieve best execution. We have procedures designed to obtain the best possible result for you.

A2 QUALITY OF EXECUTION

     In executing an order under our execution policy, we will take into account the following execution factors, based upon the following priority:

  • Size and nature of the order;
  • Likelihood of execution;
  • Speed of settlement
  • Price;
  • Cost, and
  • Other relevant considerations.

A3 EXECUTION VENUES

     We will use our discretion to determine the appropriate execution venue for a trade, which may include, without limitation, an exchange, multilateral trading facility or a broker.

     Our main execution venue is the London Stock Exchange, using a Retail Service Provider platform, Bloomberg EMSX, or an Authorised Participant. We may also deal directly with certain execution counterparties.

     We will only execute trades on a regulated market or multilateral trading facility.

A4 REVIEW AND MONITORING

     We will review the effectiveness of our order execution arrangements (including the venues that we use) and the execution policy on an annual basis (and also on an ad hoc basis in response to any material change affecting a relevant execution venue). We will monitor our compliance with the policy, making enhancements to it or to our order execution arrangements where necessary and advising you of such changes and/or our on-going compliance with the policy, as appropriate.

     In exceptional circumstances, such as technical faults leading to loss of connections with an execution venue, we may have to use other execution methods than those listed above.

A5 ELIGIBLE INVESTMENTS

     The instruments that we may trade in include the following:

  • ETFs and other exchange traded products;
  • Fixed Interest Securities, e.g. Bonds and Gilts;
  • Collective Investment Schemes, and
  • UK and Non-UK equities, including investment trusts.

     The instruments that we may trade in include the following:


APPENDIX B: CUSTOMER INVESTMENT RISKS
B1 INVESTING
B1.1

     We have set out below a summary of the nature and risks associated with the types of investments we may include in your Account, subject to your Objectives as notified to us. This information is not intended to constitute a comprehensive statement of all the risks to which investors might be exposed and there may be others that exist now or which may arise in the future.

B1.2

     The main general risks associated with investing are as follows:

  • Past performance is not an indicator of future performance;
  • The value of investments may go down as well as up;
  • You are not certain to make a profit. You may make a loss. You may lose your entire investment;
  • The price or value of investments may fluctuate significantly;
  • If there are income distributions, they may also fluctuate significantly.
  • Market conditions may limit the ability for the investment manager to trade and/or adversely affect the price of an asset;
  • Investments in non-UK markets are subject to exchange rate fluctuations.

ETFs
B1.3

     We primarily invest in Exchange Traded Funds (ETFs), although we may invest in other products. For the purposes of these terms, these are collectively referred to under the term ETFs.

B1.4

     We invest in ETFs listed on recognised stock exchanges in the UK (e.g. the London Stock Exchange) and overseas (e.g. the New York Stock Exchange).

B1.5

     The main risks associated with investing in ETFs are:

  • The prices of the underlying investments of the ETFs will vary according to the markets on which these are listed or traded;
  • With regard to funds holding non-UK investments, foreign exchange rates may move in an unfavourable direction affecting adversely the valuation of funds in sterling currency terms;
  • Dividend growth is not guaranteed, nor are companies in which you invest obliged to pay dividends;
  • Underlying assets may decline in value;
  • ETFs on overseas markets may involve different risks to the UK;
  • Market conditions may limit the ability for the investment manager to trade and/or adversely affect the price of an asset;
  • As with all funds, ETFs may be suspended from trading due to the closure of the underlying market or due to the winding down of the fund.

Fixed Interest Securities
B1.6

     We may invest in fixed interest securities issued by governments, governmental bodies, quasi-governmental bodies in the UK and overseas, local authorities, corporates in the UK and overseas.

B1.7

     The main risks associated with investing in fixed interest securities are:

  • There are few recognised markets in such securities, as the trading is between the issuers, their brokers, and the banks and securities houses making a market in the securities;
  • With regard to securities in currencies other than Sterling, foreign exchange rates may move in an unfavourable direction affecting adversely the valuation of investments in base currency terms;
  • Securities issued by overseas bodies may involve different risks to the UK;
  • Capital may be lost whether or not held to maturity or in the event of default of the issuer;
  • There is a risk of capital erosion in real terms over time due to the effects of inflation, and
  • The value of fixed income securities may fall as well as rise due to market movements.

Collective Investment Schemes
B1.8

     We may invest in units/shares issued by collective investment funds both in the UK and overseas, that are authorised by an approved regulator or are unauthorised.

B1.9

     The main risks associated with investing in collective investment funds are:

  • There are no recognised markets for collective investment funds as units/shares are issued and redeemed by the managers/operators/administrators of the funds;
  • Funds may be valued for pricing and dealing purposes either daily, weekly, fortnightly, monthly or even less frequently by the managers/operators/administrators;
  • The prices of the underlying investments of the funds will vary according to the markets on which these are listed or traded;
  • Unregulated funds are not subject to the supervision by a regulatory body as authorised funds, and some authorised funds are subject to greater supervision than others depending on their structure;
  • With regard to funds in currencies other than Sterling foreign exchange rates may move in an unfavourable direction affecting adversely the valuation of investments in base currency terms.

UK and Non-UK Equities
B1.10

     We may invest in equities, including investment trusts, listed on recognised stock exchanges in the UK (e.g., the London Stock Exchange) and overseas (e.g. the New York Stock Exchange).

B1.11

     The main risks specific risks associated with investing in equities include:

  • Dividend growth is not guaranteed, nor are companies in which you invest obliged to pay dividends;
  • Companies may go bankrupt rendering the original investment valueless;
  • The prices of the underlying investments of the funds will vary according to the markets on which these are listed or traded;
  • Equity markets may decline in value;
  • Corporate earnings and financial markets may be volatile;
  • If there is no recognised market for equities, then these may be difficult to sell and accurate information about their value may be hard to obtain;
  • Smaller company investments may be difficult to sell if there is little liquidity in the market for such equities and there may be substantial differences between the buying price and the selling price;
  • Equities on overseas markets may involve different risks to the UK;
  • With regard to investments in overseas companies, foreign exchange rates may move in an unfavourable direction affecting adversely the valuation of investments in base currency terms.


B2 INVESTMENTS DENOMINATED IN AN ALTERNATE CURRENCY
B2.1

     We may affect transactions on your behalf in an investment denominated in a currency other than the agreed base currency of your Portfolio (which is the currency in which your Portfolio is valued).

B2.2

     A movement in exchange rates may have a separate effect, unfavourable as well as favourable, on the gain or loss otherwise experienced on the investment concerned. In addition, if you deposit collateral denominated in one currency, you may be subject to margin calls in circumstances where the obligations secured by such collateral are denominated in another currency (in addition to the risk of margin calls for fluctuations in relative values). Some currencies are not freely convertible and restrictions may be placed on the conversion and/or repatriation of your funds including any profits or dividends.

B2.3

     You have a choice between four currencies as the base currency of any of your Portfolios: Sterling (GBP), United States Dollar (USD), Euro (EUR) or the Swiss Franc (SFR). We may vary this choice in the future. You will be given advance notice of any such variation.


B3 DISCRETIONARY INVESTMENT MANAGER RISK
B3.1

     Our principal service is discretionary investment management where your individual Pots are managed in accordance with each customer's requirements as set out in your Account. This means that we have discretion over both asset allocation and individual security selection in relation to the assets held in your Portfolio. This means that your Portfolio and its performance will be specific to you, even when compared to a portfolio with a broadly similar mandate.

B3.2

     We have a core investment and asset allocation process.
We regularly monitor portfolios to ensure they behave within an acceptable range of returns and reference Investcity performance against comparative benchmarks. Customer performance can differ from the average return for a chosen risk level due to size of customer portfolio, movements of cash in or out and customers changing their risk level.


APPENDIX C: CONFLICTS OF INTEREST
C1 INTRODUCTION
C1.1

     We are committed to taking measures to recognise, supervise, examine and resolve conflicts of interest. We recognise that it is not possible to eliminate all sources of conflict of interest; however, safeguarding customers' welfare remains our primary objective. This policy encompasses the relationships with customers and third party contacts.

C2 DEFINITION
C2.1

     We define a conflict of interest as being either:

  • between us and you as a customer; or
  • between yourself and another customer where your interests are materially affected.

C3 SITUATIONS
C3.1

     We have identified areas where a conflict of interest may arise. They include, but are not limited to:

  • services in different capacities at the same time;
  • providing advice or management;
  • acting for more than one customer in a transaction;
  • holding information on other customers that would affect you or them if it was disclosed;
  • receiving gifts or entertainment which could conflict with our duties to you;
  • employees pursuing activities or personal relationships potentially detrimental to you; and
  • personal account holdings in companies or other investments being recommended by us.

C4 PROCEDURES
C4.1

     Our protocols are noted below and we consider them satisfactory to allow us to act without bias to prohibit damage to your interests. At all times stringent criteria to address and resolve conflicts is followed. Protocols have been developed and introduced to manage conflicts of interest. Our employees are provided with relevant training about the protocols and standards of conduct expected thereafter. Our management remain responsible for ensuring the protocols and resources are sufficient to identify and attend to a conflict as it may arise.

C4.2

     We maintain an internal log of conflicts that arise, listing how each conflict was monitored and any solution which was developed and applied to resolve the problem and to prevent the customer's interests from being disadvantaged. The effectiveness of our protocols is assessed by internal audit staff members who execute their duties in a wholly independent capacity.

C4.3

     We have in place protocols to prevent unauthorised access or inappropriate dissemination of information.

C4.4

     Where our functions could create an internal conflict our duty lines are kept separate and individual management and reporting structures are established. The operations functions are maintained and conducted separately from the front office functions and in both an appropriate level of qualification, expertise and supervision is applied.

C5 REMUNERATION
C5.1

     Staff remuneration is by means of a basic salary which is not linked to the underlying performance of the company. A remuneration committee agrees and monitors awards to achieve consistency and equitability and does not lead to conditions which may foster conflict.

C5.2

     Inducements from third parties are acceptable with respect to a service we provide to you if it is disclosed to you and if it is the payment of a normal fee.

C5.3

     Personal account dealing rules are enforced for each member of staff.

C5.4

     A register of all gifts to staff and valued in excess of £50 is maintained and approved by a senior manager.

C6 RESOLUTION
C6.1

     Where we are unable to resolve a conflict of interest we will notify you formally by email. This disclosure will permit you to evaluate whether it is appropriate to continue using our services in respect of the pertinent conflict.

C6.2

     Where we have examined the conflict of interest and its cause we may inform you of our decision not to act on your behalf if we determine no other course of action is possible.


APPENDIX D: CUSTODY AND CLIENT MONEY

     We are your Custodian and have appointed a Sub-Custodian which will hold your assets. Your money is held with our Client Money Bank.

D1 SAFEGUARDING YOUR INVESTMENTS
D1.1

     Investcity is your Custodian and passes your client assets to its Sub-Custodian which has been selected by us in accordance with the FCA Rules in respect of client assets. Your assets will be held by our Sub-Custodian in compliance with the FCA client assets rules. Your assets are held securely in a pooled client account with our Sub-Custodian which is identifiable separately from our own assets and any assets belonging to the Sub-Custodian.

D1.2

     When considering which Sub-Custodians to use, Investcity will exercise due skill, care and diligence and will periodically review the adequacy and appropriateness of any Sub-Custodian where your assets are deposited and of the arrangements for holding your assets. It is important to note that Investcity is not responsible for any acts, omissions or default of a Sub-Custodian chosen by it, but only for taking care in its choice and monitoring.

D1.3

     Investcity shall keep a record of your entitlement to investments in situations where our Sub-Custodian has registered or recorded your investment in a combined account or pooled in some other way with investments belonging to other clients of ourselves, of our Sub-Custodian. In such a situation you should note the following effects:

  • your individual entitlements may not be identifiable by separate certificates, physical documents or equivalent electronic entries on the register;
  • when we receive investments or money on behalf of more than one client in connection with pooled holdings (for instance in a bonus or rights issue or takeover) we will allocate such investments between clients on a pro rata basis, in accordance with FCA Rules;
  • if a share issue or other corporate event favoured the small investor your actual allocation may be less than it would be if your investments were registered in your own name; and
  • sometimes amounts or investments may arise which would not have arisen if the investments had been registered in your own name. You may not be entitled to any such additional amounts.

D1.4

     Our Sub-Custodian will inform us of any rights issues, takeover offers, capital reorganisations, conversion or subscription rights (collectively “corporate actions”) that affect or relate to your investments. We will act on your instructions in relation to such corporate actions, including any standing instructions that you have given to us.

D1.5

     Our Sub-Custodian will be responsible for claiming and receiving dividends and other entitlements automatically arising in respect of the investments held for your account. We will reflect these entitlements in your account and hold them in accordance with the FCA Rules in respect of Client Money.

D1.6

     Sometimes our Sub-Custodian may receive dividends, interest and other rights or payments after local withholding or similar taxes or other deductions are made from those sums. You accept that our Sub-Custodian may, if it is required to do so to comply with legal or regulatory requirements, withhold or deduct tax or other amounts from any such payments. Any costs our Sub-Custodian incurs when complying with these obligations may be deducted from your account. If you are eligible to reclaim any such withholdings or deductions then this will be your responsibility and not that of our Sub-Custodian, to do so.

D1.7

     Investcity and our Sub-Custodian will not loan your investments or use them to raise finance.

D1.8

     For certain products where we use a third party administrator (e.g. Personal Pension) we will act as Custodian. By accepting these terms of business, you grant authority to Investcity to provide information to the third party administrator to take such action in relation to your investments as Investcity may be required to under the arrangements that have been agreed with us or the third party administrator.

D1.9

     Transactions executed on your behalf may settle in the books of a CCP, CSD or other body or Sub-Custodian combined with transactions for the account of other clients of ours. If this happens then we will allocate between our clients the cash or investments received by it or on its behalf as a result of the settlements in accordance with the client trades we have notified to it. If we receive cash or investments for trades that were intended to settle at the same time (but which, for whatever reason, do not do so), then we will allocate that cash or investments received by it on the following basis:

  • in accordance with any priority for settlements determined by us prior to the transactions taking place;
  • if transactions have the same priority, then the allocation will be in order of time, by reference to the intended settlement date of the transaction which was specified to us, so that the earliest in time will settle first in each case;
  • where transactions have the same priority and intended settlement date, then the allocation will be by value so that the larger or largest trade by value (not by number of units or size) will be settled first in each case.
  • where these allocations are necessary, they will also be subject to the operation of the relevant CCP, CSD, Sub-Custodian or other entity. Such operations may include a netting rule or practice, automatic splitting of unsettled transactions or other automatic aggregation, splitting or allocation.

D1.10

     In order to settle transactions on your behalf, we will need to deal with the other party to the transaction (the “counterparty”) and sometimes transactions will be settled through a CCP or CSD or other depositary transfer agent or similar body. When we deal with these parties, it does so as your agent, in good faith and on the basis that:

  • Investcity is not responsible for any default or failure of the CCP, CSD or other counterparty or of any depositary or agent of those entities; and
  • the delivery of any securities or payment to you as a result of the transaction is entirely your risk and not that of Investcity.

D1.11

     If in future we hold overseas investments, certain overseas markets may require us to register your investments in the name of another Sub-Custodian. We will inform you of any additional terms in advance.

D1.12

     You expressly authorise us to grant to the Sub-custodian, in respect of the cash and investments held for your account, the right to retain any cash or investments or sell or realise any investments at any time held by it in order to meet any liabilities and obligations owed to it in connection with its services, and to deduct or set-off any amounts owing to it from any amounts that it is holding or owes to us in connection with its services.


D2 SAFEGUARDING YOUR MONEY
D2.1

     Your money is held by our Client Money Bank, in compliance with the FCA Rules in respect of Client Money. This means, amongst other things, that our Client Money Bank will hold your money in a designated client bank account which is an account kept separate from our own funds.

D2.2

     When considering which Client Money Bank to use, we will exercise due skill, care and diligence and will periodically review the adequacy and appropriateness of any bank or credit institution where your money is deposited and of the arrangements for holding your money. It is important to note that we are not responsible for any acts, omissions or default of a credit institution or bank chosen by it but only for taking care in its choice and monitoring.

D2.3

     When we hold your money in a client account it may be pooled with money belonging to our other clients. Where funds are pooled in this way, you will not have a claim for the specific sum in a specific account. Your claim would be against the client money pool in general and if there is a deficiency in the pool you would share pro rata in that loss.

D2.4

     If we hold money which is not immediately required to settle an investment transaction, such money will be deposited with a bank or credit institution, together with other clients’ money. Money may earn interest at a rate determined by the relevant bank or credit institution. However, the amount of any interest on money that would be credited to your account and made available to you will be determined by our Client Money Bank and us, and will be as notified by us to you from time to time. Any interest will be calculated on a daily basis and credited to your account every six months. We may decide not to credit to your account such amount of the interest until it reaches a minimum threshold amount as agreed between us and our Client Money Bank.

D2.5

     If any of your money held by our Client Money Bank is unclaimed after a period of six years, Investcity may cease to treat that money as Client Money and may include it as part of its own assets. Investcity will only do this after it has taken reasonable steps to trace you and return any balance to you. If you then later show a valid claim for the money to Investcity, it may then pay you any amount owed to you.

D2.6

     Sometimes we will undertake a transaction for you which requires your money or investments to be passed to a Relevant Party in order to meet the obligations under that transaction or as Margin or Collateral. When a Relevant Party is involved then any money or investments passed to the Relevant Party may be at risk in the event of its insolvency. By accepting these terms of business, you acknowledge that this is the case.


APPENDIX E: FEES AND CHARGES SCHEDULE

We are your Custodian and have appointed a Sub-Custodian which will hold your assets. Your money is held with our Client Money Bank.


E1 CATEGORIES
E1.1

     Our fees and charges fall into three categories:

  • Annual management fees;
  • Withdrawal charges; and
  • Additional charges.


E2 ANNUAL MANAGEMENT FEES
E2.1

     The fee is a percentage of your total assets under management with us. From 1 June 2016 the percentage is determined with reference to the value of your total gross contributions to your Portfolio as set out in the table below. We reserve the right to review the fee where we believe total gross contributions are being manipulated by deposits and subsequent withdrawals, or other unreasonable activity.

Total Gross Contributions to Portfolio Annual Management Fee is 1.00% plus VAT.

E2.2

Management fees are subject to VAT.

E3 WITHDRAWAL CHARGES (NOT SUBJECT TO VAT)
E3.1

When withdrawing either a portion or the entirety of cash from your Investcity account, a charge may apply based on the method of your withdrawal:

Standard Express
Trade (if necessary) at next scheduled trading day and transfer cash (typically next day) Trade (if necessary) next business day* and transfer cash (typically next day)
Free £10

* For Express withdrawals, we will endeavour to trade as quickly as possible. Generally, that means the next business day after we receive the withdrawal instruction, but it may mean the same business day for withdrawal instructions received before 8 am. For instructions received after markets have closed, we endeavour to trade the next business day, but may have to trade the business day after that (2 business days after we received the instruction).

E3.2

Withdrawal charges are not subject to VAT.

E4 ADDITIONAL CHARGES
E4.1
Panel on Transactions and Mergers (PTM) levy £1 on all UK share deals over £10,000 gross consideration
Electronic copy letter of certification of discretionary management services Free
Hardcopy letter of certification of discretionary management services £10
Additional copies of statements £10
Subject Access Requests (Data Protection Act) £10
IFA Letter of Authenticity £20
In Specie transfer £20 per stock
Hard copies of tax certificates £25
E4.2

Additional charges are not subject to VAT.

E5 INTEREST
E5.1

     We look to obtain the best client money interest rate. We pay all interest received directly to you, i.e. we do not retain any portion.

E5.2

Interest is paid at the Bank of England base rate less 0.50% p.a.

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