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Waypoint Corporate Finance

Waypoint Corporate Finance Limited is authorised and regulated by the Financial Conduct Authority under Firm Reference Number 934946.

Stewardship Code

Under Rule 2.2.3R of the FCA’s Conduct of Business Sourcebook, Waypoint Corporate Finance Ltd (the “Firm”) is required to include on this website a disclosure about the nature of its commitment to the UK Financial Reporting Council’s Stewardship Code (the “Code”) or, where it does not commit to the Code, its alternative investment strategy.
Whilst the Firm fully supports the general objectives that underlie the Code and observes high standards of corporate governance and due diligence in respect of its investments, upon consideration, it believes that the Principles are not currently applicable to its investment activities. The Firm will review this position annually and update this disclosure accordingly if the provisions of the Code become relevant.

Shareholder Rights Directive

The Directive took effect in June 2019 and falls under COBS 2.2B in the UK. It applies, broadly, to Portfolio Managers, UCITS Management Companies and Full Scope AIFMs. SRD requires Firms that invest in shares that trade on an UK/EU regulated market, in addition to ‘comparable’ markets outside the UK/EU, to develop and publicly disclose an engagement policy or publicly disclose a clear and reasoned explanation of why it has chosen not to comply with this requirement. 
Given the similarity with the UK Stewardship Code, which is at present not deemed relevant to the type of activity undertaken by the Firm, it has been decided not to comply with SRD at the current time. However, this position is subject to annual review, in conjunction with the Stewardship Code, and any change to the current strategy of the Firm will be taken into account.

Sustainability Risk Disclosure

The EU Sustainable Finance Disclosure Regulation (“SFDR”) took effect on 10th March 2021. Currently, this regulation has not been on-shored in the UK. However, certain UK Firms may fall within scope as a result of their activities or Group structure or may choose to opt-in to SFDR to demonstrate a commitment to green finance and sustainability. This requires them, under Art 3 of SFDR, to publish information on their websites about their sustainability risk policies.

At present, we have decided not to opt-in to SFDR and do not consider the adverse impacts of investment decisions on sustainability factors.  Whilst we recognise the fundamental importance of transitioning to a low-carbon, more-sustainable resource-efficient economy, we do not currently offer products which promote environmental or social characteristics, nor do we offer products promoting sustainable investments. Our business is of a nature, scale and level of complexity that indicates that a comprehensive review of sustainability risks would not be proportionate or aligned to the types of products that we currently offer. We will review this position on an annual basis as we are mindful that Financial Services Industry has a part to play in “making finance flows consistent with a pathway towards low greenhouse gas emissions and climate‐resilient development”.

Privacy Policy: www.waypointpartners.co.uk/privacy-policy

Data Protection and Data Security Policy

Purpose

This policy details how Waypoint Corporate Finance Limited (the Firm) will manage data protection and data security and ensure a consistency of approach within the Firm and adherence to the Data Protection Act 2018 (DPA). The Firm recognises that failure to protect personal data poses a risk to employees and clients and to the reputation and good standing of the company, as well as the risk of incurring financial penalties.

Data Protection is regulated and enforced in the UK by the Information Commissioners Office (ICO) (https://ico.org.uk/).

The Firm is authorised by the Financial Conduct Authority (FCA) and complying with some of the FCA rules requires the Firm to process personal data.

While the ICO will regulate data protection, the FCA will also consider compliance with these regulations under their rules, in particular the Senior Management Arrangements, Systems and Controls standards in the FCA handbook (https://www.handbook.fca.org.uk/handbook).

Review of Policy

This policy will be reviewed by the Management Body on an ongoing basis in line with any regulatory changes but at least once a year. 

Responsibilities

The Management Body

The Management Body are responsible for the compliance with data protection and ensuring that the Firm is able to produce evidence to demonstrate the steps that it has taken to comply.

The Firm is not required to appoint a Data Protection Officer because it is not a public authority and its core activities do not consist of large scale, regular or systematic monitoring of individuals or large scale processing of special categories of data or data relating to criminal convictions and offences. The Management Body has decided not to voluntarily appoint a Data Protection Officer due to the current size of the Firm.

Employee Responsibilities

All employees, volunteers, and business associates, such as Appointed Representatives, are required to read, understand and accept any policies and procedures that relate to the personal data they may handle in the course of their work.

All employees who deal with personal information are required to handle that information confidentially and sensitively. Employees who undertake to process personal data supplied by the Firm must do so only in accordance with the Firm’s instructions.

Employee obligations in respect of the Data Protection Act form part of their contract of employment.

Definitions

Personal data

Personal data is any information relating to an, directly or indirectly, identified, or identifiable natural person (also known as a data subject).

Special category data / Sensitive personal data

Special category or sensitive personal data refers to data relating to racial or ethnic origins, political opinions, religious or philosophical beliefs, trade union membership, health, sexual life, sexual orientation, genetic data, or biometric data.

Data Controller

A controller determines the purpose of processing, that is when, why and how to process personal data. The Firm is the controller of all personal data relating to its employees, clients, and others whose personal data is used in its business for its commercial purposes.

Data Processor

A processor is responsible for processing personal data on behalf of a data controller and should act only on the controller’s instructions. Processing is any activity that involves the use of personal data such as obtaining, recording, holding, amending, using, transferring, erasing, or disclosing it.

The Firm is a processor of personal data. Personal data is only processed by the Firm.

The Data Protection Principles

The DPA sets out 6 principles which define the obligations of the Firm as a processor of personal data. These principles are as follows:

  1. Personal data shall be processed lawfully, fairly and in a transparent manner
  2. Personal data shall be collected for specified, explicit and legitimate purposes and shall not be further processed in any manner incompatible with those purposes
  3. Personal data shall be adequate, relevant, and limited to what is necessary for the purpose for which they are processed
  4. Personal data shall be accurate and, where necessary, kept up to date
  5. Personal data shall be kept in a form which permits identification of the data subjects for no longer than necessary for the purposes for which the personal data are processed
  6. Personal data shall be processed in a manner that ensures the security of personal data

The DPA states that the Firm shall be responsible for, and be able to demonstrate compliance with, these principles.

Lawful basis for processing

The Firm will ensure that it has a lawful basis to process personal data.  The Firm will ensure that the processing is necessary for its purpose of processing and that there is no other reasonable way to achieve that purpose.

The Firm will determine and document the lawful basis before beginning processing. There may be more than one lawful basis that applies to the processing and, if this is the case, the Firm will document it. The Firm will ensure that it can justify its reasoning for the lawful basis chosen.

The six lawful bases for processing personal data are:

  1. Consent – the data subject has given clear consent for the Firm to process their personal data for a specific purpose
  2. Contract – the processing is necessary for a contract the Firm has with the data subject or because they have requested that the Firm take specific steps before entering into a contract
  3. Legal obligation – the processing is necessary for the Firm to comply with the law
  4. Vital interests – the processing is necessary to protect someone’s life
  5. Public task – the processing is necessary for the Firm to perform a task in the public interest
  6. Legitimate interests – the processing is necessary for the Firm’s (or a third party’s) legitimate interests unless there is good reason to protect the individual’s personal data which overrides those legitimate interests

When choosing the lawful basis for processing, the Firm will consider what it is trying to achieve, can it reasonably be achieved in another way and whether it has a choice to process the data.

The Firm has reviewed its lawful bases for processing in the light of GDPR and updated them where necessary.

If there is a change in circumstances or a new purpose for processing the data, then the Firm will review the lawful basis and make any changes ensuring that the data subjects are informed and the change documented.

Consent

When requesting consent, the Firm will:

  • Make the request for consent prominent and separate from its terms and conditions
  • Ask people to positively opt-in
  • Not use pre-ticked boxes or other types of default consent
  • Use clear, plain language that is easy to understand
  • Specify why it wants the data and what it will do with it
  • Give individual options to consent to different purposes and types of processing
  • Name the Firm and any other third parties who will be relying on consent
  • Tell people that they can withdraw consent at any time
  • Ensure that people can refuse consent without detriment
  • Not make consent a precondition of a service

The Firm will record when, how and from whom it obtained consent and what they were told at the time of consent.

The Firm has reviewed its existing consents in light of GDPR and obtained fresh consent where necessary.

Contract

When using contract as the lawful basis for processing personal data, the Firm will ensure that the processing is necessary to deliver its side of the contract and that it could not reasonably do what was required without processing the personal data.

Legal obligation

When using legal obligation as the lawful basis for processing personal data, the Firm will ensure that the processing is necessary to comply with a law or statutory obligation and that it could not reasonably do what was required without processing the personal data. The Firm will identify the specific legal provision or appropriate source of advice that sets out its obligation.

Vital interests

The Firm is unlikely to use vital interests as a lawful basis for processing personal data.

When using vital interests as the lawful basis for processing personal data, the Firm will ensure that the processing is necessary to protect someone’s life and that it could not reasonably do what was required without processing the personal data. The Firm will not use vital interests as the lawful basis if the data subject is capable of giving their consent.

Public task

The Firm will not use public task as a lawful basis for processing personal data.

Legitimate interests

The Firm is aware that when it uses legitimate interests as the lawful basis for processing personal data that it takes on extra responsibility for protecting the people’s rights and interests.

The Firm will avoid using legitimate interests as the lawful basis where individuals would not reasonably expect the processing or where their interests are likely to override the Firm’s legitimate interests.

The Firm will use a legitimate interests assessment (LIA) to check whether it is appropriate to rely on legitimate interests as the lawful basis for processing personal data and will record this and the outcome to demonstrate compliance with accountability obligations.  The LIA consists of 3 parts:

  1. Purpose test – is the Firm pursuing a legitimate interest?
  2. Necessity test – is the processing necessary for that purpose?
  3. Balancing test – do the individual’s interests override the legitimate interest?

Considerations for these 3 tests are listed in Annex 1 – Legitimate Interests Assessments. If the LIA identifies significant risks, then the Firm will consider performing a Data Protection Impact Assessment (DPIA) to assess the risks and potential mitigation in more detail.

When the Firm uses legitimate interests as the lawful basis, the individual’s right to data portability does not apply.

Special category data/sensitive personal data

The Firm will ensure that it meets at least one of the following conditions before processing special category data:

  1. The data subject has given explicit consent to the processing of those personal data for a specified purpose
  2. The processing is necessary for the purposes of carrying out the obligations and exercising specific rights of the data controller or of the data subject in the field of employment and social security and social protection law
  3. The processing is necessary to protect the vital interests of the data subject or another person where the data subject is incapable of giving consent
  4. The processing is carried out in the course of its legitimate activities with appropriate safeguards by a body, with a political, philosophical, religious or trade union aim, on condition that the processing relates solely to the members, or former members, of the body or to persons who have regular contact with it in connection with its purposes and that the personal data are not disclosed outside that body without the consent of the data subjects
  5. The processing relates to personal data which is clearly made public by the data subject
  6. The processing is necessary for legal claims or courts acting in their judicial capacity
  7. The processing is necessary for reasons of substantial public interest and is proportionate to the aim pursued, respectful of the right to data protection and provides measures to safeguard the fundamental rights and the interests of the data subject
  8. The processing is necessary for the purposes of preventive or occupational medicine, for the assessment of the working capacity of the employee, medical diagnosis, the provision of health or social care or treatment or the management of health or social care systems and services
  9. The processing is necessary for reasons of public interest in the area of public health, such as protecting against serious cross-border threats to health or ensuring high standards of quality and safety of health care and of medicinal products or medical devices which provides measures to safeguard the rights and freedoms of the data subject
  10. The processing is necessary for archiving purposes in the public interest, scientific or historical research purposes or statistical purposes which are proportionate to the aim pursued, respectful of the right to data protection and provides for measures to safeguard the fundamental rights and the interests of the data subject

The Firm will record any special category conditions that are applicable to the personal data it is processing.

Criminal offence data

Personal data on criminal convictions or offences can only be processed if the Firm has an official authority to do so, is processing the data in an official capacity or meets one of the specific conditions in Schedule 1 of the Data Protection Act 2018, which includes; preventing or detecting unlawful acts, protecting the public against dishonesty, regulatory requirements relating to unlawful acts and dishonesty, preventing fraud, suspicion of terrorist financing and money laundering and legal claims . The Firm has no official authority to process criminal offence data but does meet one or more of the specific conditions in Schedule 1 for the criminal offence data that it may process.

Rights of the individual/data subject

The Firm recognises that the data subjects/individuals have the following rights:

  1. The right to be informed
  2. The right of access
  3. The right of rectification
  4. The right to erasure
  5. The right to restrict processing
  6. The right to data portability
  7. The right to object
  8. Rights in relation to automated decision making and profiling

Right to be informed

The Firm will provide individuals with the following privacy information:

  • The name and contact details of the Firm
  • The name and contact details of the Firm’s representative (delete if not applicable)
  • The name and contact details of the Data Protection Officer (delete if not applicable)
  • The purposes of the processing
  • The lawful basis for the processing
  • The legitimate interests for the processing (if applicable)
  • The categories of personal data obtained (if the data is obtained from a third party)
  • The recipients or categories of recipient of the personal data
  • The details of any transfers of the personal data to any third countries or international organisations
  • The retention periods of personal data
  • The rights available to individuals in respect of the processing
  • The right to withdraw consent (if applicable)
  • The right to lodge a complaint with the ICO
  • The source of personal data (if the data is obtained from a third party)
  • The details of whether individuals are under a statutory or contractual obligation to provide the personal data (Note: this is not required when the personal data is obtained from sources other than the data subject)
  • The details of any automated decision-making, including profiling (if applicable)

The Firm will provide this information to individuals at the time they collect the data from them. If the data is obtained from another source, then the Firm will provide this information within a reasonable time and no later than a month after receiving the data. If the Firm is planning to communicate with the individual, it will provide the privacy information when it communicates for the first time. If the Firm is disclosing the information to a third party, the Firm will provide the individual with the privacy information at the latest when the data is disclosed.

The Firm will regularly review and update its privacy information. Any new uses of personal data will be brought to the data subject’s attention before the new processing starts.

Right of access

The Firm recognises that individuals have the right to obtain confirmation that their data is being processed, access to their personal data and the information provided in the privacy information.

The Firm will provide this information free of charge. The Firm may charge a fee, based on the administrative costs of processing the request, for requests for further copies of the same information.

Where an individual makes a request for a copy of their information, this should be managed by the Compliance Officer.

Right to rectification

The Firm will respond to any request for rectification of inaccurate or incomplete data within one month, or within three months if the request is complex. If the personal data has been disclosed to third parties, the Firm will inform them of the rectification.

Right to erasure

The Firm recognises that individuals have the right erasure in certain circumstances, and will erase the data without undue delay, contacting any third parties, to whom the data has been passed, to inform them to erase the data.

The circumstances in which the right to erasure exists are as follows:

  • Where personal data is no longer necessary for the purpose for which it was originally collected or processed
  • The data subject withdraws their consent
  • When the individual objects to the processing and there is no overriding legitimate reason for continuing the processing
  • The personal data was unlawfully processed
  • The personal data has to be erased to comply with a legal obligation

The Firm can refuse the request for erasure for the following reasons:

  • To exercise the right of freedom and information
  • To comply with a legal obligation for the performance of a public interest task or exercise of official authority
  • For public health purposes in the public interest
  • For archiving purposes in the public interest, scientific or historical research or statistical purposes
  • For the exercise or defence of legal claims

Right to restrict processing

The Firm will restrict the processing of personal data on request from an individual where one of the following applies:

  • Where an individual contests the accuracy of the personal data, the processing will be restricted until the accuracy of the data has been verified or corrected
  • Where an individual objects to the processing (where it was necessary for performance of a public interest task or legitimate interests) and the Firm is considering whether the Firm’s legitimate grounds override those of the individual
  • When the processing was unlawful, and the individual opposes erasure and request restriction instead
  • If the Firm no longer needs the personal data but the individual needs it for a legal claim

When the processing has been restricted, the Firm will, except for the storage of the data, only process the data with the individual’s consent. The Firm will inform individuals before a restriction on processing is lifted.

Right to data portability

Where individuals have provided personal data to the Firm based on consent or for the performance of a contract and the processing is carried out by automated means, the individual has the right to data portability. The Firm will provide the personal data, without undue delay and within one month, in a structured, commonly used, and machine-readable form. The Firm will provide this information free of charge.

Right to object

The Firm recognises that individuals have the right to object to direct marketing (including profiling), processing for the purposes of scientific or historical research and statistics and processing based on legitimate interests or the performance of a task in the public interest or exercise of official authority.

If an objection is received, the Firm will no longer process the personal data unless it can demonstrate compelling legitimate grounds for the processing which overrides the interests, rights and freedoms of the individual or the processing is for the exercise or defence of a legal claim. For direct marketing, the Firm will stop the processing as soon as the objection is received.

The Firm will inform individuals of their right to object at the point of first communication and in the privacy notice.

Rights related to automated decision making (including profiling)

The Firm does not carry out automated individual decision-making or profiling.

Accountability and Governance

Documentation/Record keeping

The Firm will document the following information:

  • The name and contact details of the Firm
  • The purposes of its processing
  • A description of the categories of individuals and categories of personal data
  • The categories of recipients of personal data
  • Details of transfers and mechanisms of transfer to third countries
  • Retention schedules
  • A description of its technical and organisational security measures

As part of the processing activities, the Firm will also document:

  • The lawful basis for processing
  • The legitimate interests for processing
  • Individuals’ rights
  • The existence of automated decision-making (including profiling)
  • The source of personal data
  • Records of consent
  • Contract between the Firm and any processors
  • The location of personal data
  • DPIA reports
  • Records of personal data breaches
  • Information required for processing of special category data or criminal conviction and offence data

Employee Training

Employees will be trained on their data protection and security responsibilities at induction and given the necessary ongoing training to perform their roles in line with the Firm’s policy and the data protection law

Data protection impact assessments (DPIA)

The Firm will use DPIAs to help it identify the most effective way to comply with its obligations and meet individuals’ expectations of privacy.

The Firm will use DPIAs when using new technologies and when the processing is likely to result in a high risk to the rights and freedoms of individuals.

Data Security

The Firm will ensure that any personal data held will be processed in a manner that ensures its security. It will ensure that its systems and processes include protection against unauthorised or unlawful processing and against accidental loss, destruction, or damage.

The Firm will regularly review its procedures for ensuring that personal data held remains accurate and consistent. It will, in particular, ensure that:

  • Its IT systems are designed, where possible, to encourage and facilitate the entry of accurate data
  • Data on any individual will be held in as few places as necessary, and all employee and volunteers will be discouraged from establishing unnecessary additional data sets
  • Effective procedures will be in place so that all relevant systems are updated when information about any individual change

The Firm has undertaken an assessment of its information risk to determine an appropriate level of security, reviewing the data held and how it is used as well as how the damage or distress it would cause if the data was compromised.

The Firm has considered confidentiality, integrity and availability when implementing its data security measures ensuring that:

  • The data can be accessed, altered, and deleted only by persons the Firm has authorised to do so
  • The data held is accurate and complete for the purposes for which the Firm is processing it
  • The data remains accessible and usable, so it can be recoverable in the event of accidental loss, alterations, or destruction

The Firm’s security measures take into account both physical and cybersecurity, including the following:

  • The protection of the Firm premises
  • How access to the premises is controlled and how visitors are supervised
  • How paper or electronic waste is disposed of
  • How IT equipment is kept secure
  • The security of the network and information systems
  • The security of the data within the systems
  • The security of the website

The Firm will also ensure the resilience of its systems and services, to enable the systems to continue operating under adverse conditions and the ability to restore the systems to an effective state within a timely manner.

The Firm will carry out periodic checks to ensure that its security measures remain appropriate and up to date.

International transfers

The Firm will only transfer personal data to third countries where the receiving organisations have provided adequate safeguards. Individuals’ rights must be enforceable.

Adequate safeguards may be provided by:

  • A legally binding agreement between public authorities or bodies
  • Binding corporate rules (agreements governing transfers made between organisations within in a corporate group)
  • Standard data protection clauses in the form of template transfer clauses adopted by the Commission
  • Standard data protection clauses in the form of template transfer clauses adopted by a supervisory authority and approved by the Commission
  • Compliance with an approved code of conduct approved by a supervisory authority
  • Certification under an approved certification mechanism as provided for in the GDPR
  • Contractual clauses agreed authorised by the competent supervisory authority
  • Provisions inserted into administrative arrangements between public authorities or bodies authorised by the competent supervisory authority

In the absence of an adequacy decision, personal data can be transferred outside the EU where one or more of the following conditions are met:

  • It is made with the individual’s informed consent
  • It is necessary for the performance of a contract between the individual and the organisation or for pre-contractual steps taken at the individual’s request
  • It is necessary for the performance of a contract made in the interests of the individual between the Firm and another person
  • It is necessary for important reasons of public interest
  • It is necessary for the establishment, exercise, or defence of legal claims
  • It is necessary to protect the vital interests of the data subject or other persons, where the data subject is physically or legally incapable of giving consent
  • It is made from a register which under UK or EU law is intended to provide information to the public (and which is open to consultation by either the public in general or those able to show a legitimate interest in inspecting the register)

When the UK exits the EU, restricted transfers from the UK to countries outside the UK, including to the EEA, will be subject to transfer rules under the UK regime. These UK transfer rules will mirror the current GDPR rules. Transfers from the EEA to the UK will need to comply with GDPR transfer restrictions.

Cooperation with the ICO

The Firm will cooperate with the ICO when requested.

Personal data breaches

A personal data breach can be defined as a security incident that has affected the confidentiality, integrity, or availability of personal data.

If a security incident occurs, the Firm will establish whether a personal data breach has occurred and if so, establish the likelihood and severity of the resulting risk to people’s rights and freedoms.

The Firm will investigate the cause of the breach and determine what steps are required to correct it and prevent a recurrence.

Notification to the ICO

Where a personal data breach occurs and it has been established that there is a likely risk to people’s rights and freedoms, the Firm will notify the ICO as soon as possible and within 72 hours of becoming aware of it. If the Firm takes longer than 72 hours to notify the ICO, it will provide the ICO with reasons for the delay.

The notification to the ICO will include:

  • A description of the nature of the breach including the categories and approximate numbers of individuals concerned and the personal data records concerned
  • The name and contact details of the point of contact within the Firm
  • A description of the likely consequences of the breach
  • A description of the measures taken to deal with the breach and measures taken to mitigate any possible adverse effects

The information may be provided to the ICO in phases as soon as possible if it is not all available within 72 hours. In these cases, the Firm will explain the delay to the ICO and advise when it expects to submit further information.

A failure to notify the ICO can result in a significant fine.

Informing individuals about a breach

If a breach is likely to result in a high risk to the rights and freedoms of individuals, the Firm will inform those concerned as soon as possible.

The Firm will provide the following information to individuals when telling them about a breach:

  • The name and contact details of the point of contact within the Firm
  • A description of the likely consequences of the breach
  • A description of measures taken to deal with the breach and mitigate any possible adverse effects

Recording breaches

The Firm will record all personal data breaches, documenting the facts of the breach, its effects and any remedial action taken. Decisions whether to report the breach to the ICO or inform individuals will also be recorded.

Breaches of Data Protection and Data Security Policy

Any breaches of the Data Protection and Security Policy will be recorded on the Firm’s breach log in conjunction with its Regulatory Breach Policy.

Complaints Policy and Procedure

Purpose

This policy and procedures detail how Waypoint Corporate Finance Limited (the Firm) will deal with complaints where carrying out regulated business.

The Firm is authorised by the Financial Conduct Authority (FCA) and, as such, will act in accordance to the Complaints rules as defined in the FCA Handbook, which will take precedence over the requirements of this policy and procedures.

Review of Policy and Procedures

This policy and procedures will be reviewed regularly, at least once a year, and amended as considered necessary by the Firm’s Management Body in the event of changing circumstances or regulations.

Responsibilities

Management Body Responsibilities

The Management Body of the Firm are responsible for the implementation of the Complaints Policy and for monitoring compliance with it.

Compliance Responsibilities

The Compliance Function are responsible for analysing complaints and the complaints handling data to identify and address any risks or issues.

Employee Responsibilities

All employees are expected to refer any verbal or written complaints to the Complaints Management Function at the earliest opportunity and to cooperate fully with the Complaints Management Function in its investigations.

Definitions

Definition of a regulated complaint

A regulated complaint is a complaint about:

  • The provision of investment services or ancillary services to a client by an investment firm
  • The provision of one or more investment services to a client by a CRD credit institution
  • Selling structured deposits to clients, or advising clients on them, where the sale or advice is provided by an investment firm or a CRD credit institution
  • The activities permitted by article 6(3) of the UCITS Directive when carried on by a collective portfolio management investment firm
  • The activities permitted by article 6(4) of the AIFMD when carried on by a collective portfolio management investment firm
  • The equivalent business of third country investment firm

Definition of a complainant

For complaints a complainant can be a:

  • Retail client
  • Professional client
  • Eligible counterparty (in relation to eligible counterparty business)
  • A retail client or an elective professional client of a third country investment firm (in relation to equivalent regulated business)

Definition of eligible complainant

An eligible complainant is a complainant that is

  • A consumer (a person acting outside their trade, business or profession)
  • A micro enterprise
  • A charity with an annual income of less than £6,500,000
  • A trustee of a trust which has a net asset value of less than £5,000,000
  • A consumer buy to let consumer
  • A small business (enterprise which has an annual turnover of less than £6.5 million and employs fewer than 50 people or has a balance sheet total of less than £5 million)
  • A guarantor

Complainants that are professional clients or eligible counterparties that are acting outside of their trade or professions in relation to the activity to which the complaint relates are considered to be consumers and, as such, eligible complainants.

If in doubt whether a complainant is an eligible complainant or not, the Firm will treat them as an eligible complainant.

Only eligible complainants can refer their complaints on to the Financial Ombudsman Service.

Policy

The Firm has published Complaints Procedures that include contacts details of the Complaints Management Function that is made available to clients and potential clients on request and when the Firm is acknowledging a complaint.

Clients and potential clients are able to submit complaints free of charge.

Complaints will be handled promptly, effectively and in an independent manner, obtaining additional information as necessary.

The Firm will always communicate with clients and potential clients clearly in plain language that is easy to understand and will reply to the complaint without undue delay.

The Firm will assess fairly, consistently and promptly:

  • The subject matter of the complaint
  • Whether the complaint should be upheld
  • What remedial action or redress may be appropriate
  • Whether another party may be solely or jointly responsible for the matter alleged in the complaint

Factors that may be relevant in the assessment of a regulated complaint include the following:

  • All the evidence available and the particular circumstances of the complaint
  • Similarities with other complaints received by the Firm
  • Relevant guidance published by the FCA, other relevant regulators, the Financial Ombudsman Service or former schemes
  • Appropriate analysis of decisions by the Financial Ombudsman Service concerning similar complaints received by the Firm

The Firm will promptly comply with any offer or remedial activity or redress accepted by the complainant.

The Firm will consider a complaint closed when it has issued a final response.

The Firm will provide information about the Financial Ombudsman Service to eligible complainants on its website and if applicable, in the general conditions of its contracts with eligible complainants in a clear, comprehensible and easily accessible way.

If a complaint is referred to the Financial Ombudsman Service, the Firm will cooperate fully with the Financial Ombudsman Service and comply promptly with any settlement or awards made by it.

Timelines

Complaints time limits

On receipt of a complaint the Firm will send the complainant a written acknowledgement providing confirmation that is has received the compliant and is dealing with it.

The Firm will ensure that the complainant is kept informed of the progress of the measures being taken for resolution of the complaint. The Firm will write to complainants after four weeks if it has not reached a decision.

The Firm will issue a final response to the complainant within 8 weeks and inform the complainant, for eligible complainants, about their options for onward referral to the Financial Ombudsman Service.

Initial Response Letter

Promptly: by the next working day unless there are exceptional circumstances.

Holding Letter

Optional until the eighth week. When the investigation has not involved a continuous dialogue the complaints manager may issue a holding letter after four weeks if the complaint remains outstanding. The holding letter can be issued more frequently if necessary or desirable.

Final Response

By end of the eighth week after the receipt of the complaint in all cases, but sooner whenever possible. If, exceptionally, a full response is not possible by this time the Firm must send out a holding letter explaining why it has not been able to issue a decision within the above time frame and when it expects to be able to provide a decision. It should however be noted that it is a requirement that final responses are issued by the end of eight weeks after receipt of complaints.

Complaints resolved by close of the third business day

If the Firm resolves the complaint by close of business on the third business day following the receipt of the complaint then the Firm will issue a final response to the complainant, advising that it considers the complaint as resolved and inform the complainant, for eligible complainants, about their options for onward referral to the Financial Ombudsman Service. The initial response letter and holding letter, as detailed above, are not required in these situations.

Complaints forwarding

The Firm may promptly forward the complaint in writing to another party if they have reasonable grounds to believe that the other party may be solely or jointly responsible for the matter alleged in the complaint. If a complaint is forwarded, the Firm will inform the complainant promptly in a final response of why the compliant has been forwarded to another party and provide the complainant with the other party’s contact details.

If the Firm receives a forwarded complaint, the complaint will be treated as if the Firm has received the complaint directly and the same time limits will apply from the date on which the Firm has received the forwarded complaint.

Complaints time barring

If the Firm receives a complaint which is outside the time limits for referral to the Financial Ombudsman Service, it may reject the compliant without considering the merits but will explain this to the complainant in its final response.

The Financial Ombudsman Service will not consider a complaint if the complainant refers it to the Financial Ombudsman Service:

  • More than six months after the respondent sent the complainant its final response
  • More than six years after the event complained of
  • More than three years from the date on which the complainant became aware that he had cause for complaint

The Procedure

Refer any complaint verbal or written to the Complaints Management Function at the earliest opportunity.

The Complaints Management Function will then,

  1. Make an initial assessment of the complaint, contacting the complainant for further information if required. This can be done via telephone, email or any other appropriate means of communication
  2. If there is sufficient information and the complaint can be resolved within 3 business days, then proceed to step 9.
  3. If the complaint cannot be resolved within 3 business days, send out an initial response letter to the complainant using the Initial Response Letter Template, adding the details known about the complaint by the next working day, stating that the complaint has been received and is being dealt with
  4. Investigate the complaint impartially obtaining additional information from the Firm and/or the complainant as necessary
  5. Enter the complaint onto the Complaints Log and creating a Complaint Record
  6. Assess fairly, consistently and promptly:
    • the subject matter of the complaint
    • whether the complaint should be upheld
    • what remedial action or redress (or both) may be appropriate
    • if appropriate, whether it has reasonable grounds to be satisfied that another party/respondent may be solely or jointly responsible for the matter alleged in the complaint
  7. If appropriate, forward the complaint to the relevant party/respondent and advise the complainant in writing why the complaint has been forwarded to the other party and provide the other party’s contact details
  8. If the complaint is unresolved after four weeks, send out a holding letter using the Holding letter template, advising an expected resolution date
  9. If the complaint is resolved, communicate the Firm’s position on the complaint to the complainant and inform them about their options, including that they may be able to refer the complaint to an alternative dispute resolution entity (Financial Ombudsman Service for eligible complainants) or that the complainant may be able to take civil action, using the Final Response Letter template.
  10. In the final response letter, clearly set out whether the Firm accepts or rejects the complaint, the reasons for rejecting any complaint or where the Firm accepts the complaint, and intends to offer redress or remedial action, details of the redress to be offered, any compensation offered and a clear method of calculation
  11. In the final response letter to eligible complainants, enclose a copy of the Financial Ombudsman Service’s standard explanatory leaflet, provide the website address of the Financial Ombudsman Service and inform the complainant that if, still dissatisfied with the Firm’s response, the complaint may now be referred to the Financial Ombudsman Service
  12. Comply promptly with any offer of remedial action or redress accepted by the complainant
  13. Conduct a root cause analysis in the case of any complaint and record with the appropriate action having been taken. Record any actions with the individual complaint record
  14. Liaise with senior management if any changes need to be made to the Firm’s procedures based on the analysis
  15. Update the Complaints Log and Complaints Record with the final decision including details of the amount of any redress offered.

Record Keeping

The Firm will keep a record of each complaint received and the measures taken for its resolution, and retain that record for:

  • At least five years where the complaint relates to regulated business or collective portfolio management services for a UCITS scheme or an EEA UCITS scheme
  • Three years for all other complaints from the date the complaint was received

Complaints reporting

Twice a year, the Firm will provide the FCA with a complete report concerning non MIFID complaints from eligible complainants and MIFID complaints from all complainants. Complaints that have been forwarded in their entirety to another party will not be included in the report.

Breaches of the Complaints Policy and Procedure

Any breaches of the Complaints Policy and Procedures will be recorded on the Firm’s breach log in conjunction with its Regulatory Breach procedure.

Annex

Financial Ombudsman Service

Address: The Financial Ombudsman Service, Exchange Tower, London E14 9SR

Tel:  0800 023 4567 (free for most people ringing from a fixed line) or 0300 123 9123 (cheaper for those calling using a mobile) or 44 20 7964 0500 (if calling from abroad)

Email:  complaint.info@financial-ombudsman.org.uk

Website:  www.financial-ombudsman.org.uk