MOMENTUM CONSULT (PTY) LTD FSP 5503

Transcription

1 MOMENTUM CONSULT (PTY) LTD FSP 5503 Hereinafter referred to as Momentum Consult CONFLICT OF INTEREST MANAGEMENT POLICY

2 P a g e 2 Conflict of Interest Management Policy DOCUMENT INFORMATION Policy Level: Momentum Consult Executive Committee approved Applicable Principal Risk: Regulatory Principal Risk Owner: Chief Executive Officer: Momentum Consult Effective date: 19 April 2011 Last Review date: 1 July 2012 Next Review date: 31 May 2014 Policy Co-ordinator: Momentum Consult Compliance Recommended by: Momentum Consult Compliance Approved by: Momentum Consult Executive Committee Adopted by: Momentum Consult Board of Directors Approval date: 11 June 2014 CONTACT INFORMATION Policy Owner: Momentum Consult Executive Committee Contact number:

3 P a g e 3 TABLE OF CONTENTS 1 DEFINITIONS INTRODUCTION POLICY PURPOSE POLICY SCOPE POLICY AVAILABILITY POLICY GOVERNANCE IMPLEMENTATION MANAGEMENT OF CONFLICT OF INTEREST LIST OF MOMENTUM CONSULT ASSOCIATES NAMES OF THIRD PARTIES IN WHICH MOMENTUM CONSULT HOLDS AN OWNERSHIP INTEREST NAMES OF THIRD PARTIES THAT HOLD AN OWNERSHIP INTEREST IN MOMENTUM CONSULT AWARENESS TRAINING MONITORING POLICY REVIEW REPORTING ANNEXURE "A" MMI GROUP LIMITED LIST OF COMPANIES... 12

4 P a g e 4 1 DEFINITIONS Conflict of Interest Means any situation in which a provider or a representative has an actual or potential interest that may, in rendering a financial service to a client, a) Influence the objective performance of his/her obligations to that client; or b) Prevent a provider or representative from rendering an unbiased and fair financial service to that client, or from acting in the interests of that client, Including, but not limited to - a financial interest; an ownership interest; any relationship with a third party. Financial Interest Means any cash, cash equivalent, voucher, gift, service, advantage, benefit, discount, domestic or foreign travel, hospitality, accommodation, sponsorship, other incentive or valuable consideration, other than a) an ownership interest b) training, that is not exclusively available to a selected group of providers or representatives, on products and legal matters relating to those products; general financial and industry information; specialised technological systems of a third party necessary for the rendering of a financial service; but excluding travel and accommodation associated with that training. Immaterial financial interest Means any financial interest with a determinable monetary value, the aggregate of which does not exceed R 1000 in any calendar year from the same third party and in that calendar year received by a) a provider who is a sole proprietor; or b) a representative for that representative s direct benefit; c) a provider, who for its benefit or that of some or all of its representatives, aggregates the immaterial financial interest paid to its representatives. Third party Means a) a product supplier; b) another provider; c) an associate of a product supplier or a provider; d) a distribution channel; e) any person who in terms of an agreement or

5 P a g e 5 arrangement with a person referred to in paragraphs (a) to (d) above provides a financial interest to a provider or its representatives. 2 INTRODUCTION This conflict of interest policy is applicable to Momentum Consult, Financial Services Provider It provides for measures to identify, manage and avoid existing and potential conflicts of interests as set out in Board Notice 58 of 2010 issued in terms of the Financial Advisory and Intermediary Services Act No. 37 of 2002, (hereinafter referred to as the FAIS Act), and sets out the compliance requirements which include the adoption, maintenance and implementation of a conflict of interest management policy. The management of conflicts of interest or potential conflicts of interest must comply with the regulatory requirements of the FAIS legislation. It is good business practice to act in the best interest of our clients when rendering financial services, ensuring long term relationships. Compliance with the requirements will avoid penalties, legal liability and reputational risk. The risk of conflicts of interest not being properly managed and controlled is, amongst others, that stakeholders may not be adequately protected and client confidence in our services may be undermined. This may raise doubts regarding Momentum Consult s ongoing commitment to treating its customers fairly. 3 POLICY PURPOSE The purpose of this policy is to provide a framework for the avoidance and management of conflicts of interest in Momentum Consult, in order to: 3.1. ensure compliance with regulatory requirements of the FAIS Act and its subordinate legislation; 3.2. avoid legal liability, penalties, fines and reputational risk arising from any conflict of interest; and 3.3. avoid any situation in which Momentum Consult has an actual or potential interest that may, while rendering a financial service to a client, - a) influence the objective performance of its obligations to that client; or b) prevent it from rendering an unbiased and fair financial service to that client, or from acting in the best interests of that client, including, but not limited to a financial interest, an ownership interest, or any relationship with a third party

6 P a g e 6 4 POLICY SCOPE This policy applies to all Momentum Consult representatives when a conflict of interest or potential conflict of interest exists in the rendering of financial services to clients. The following applies to Momentum Consult representatives with regards to financial interest; 4.1. Momentum Consult may not offer any financial interest to its representatives for Giving preference to the quantity of business secured for Momentum Consult to the exclusion of the quality of the service rendered to clients Giving preference to a specific product supplier, where a representative may recommend more than one product supplier to a client Giving preference to a specific product of a product supplier, where a representative may recommend more than one product of that product supplier to a client This policy is also applicable to Momentum Consult as a financial services provider and its relationship with its broker market. Momentum Consult or its representatives may only receive from, or offer to a third party, the following financial interest; Commission authorised under the Long Term Insurance Act 1998 (Act No. 52 of 1998) or the Short Term Insurance Act 1998 (Act No of 1998) Commission authorised under the Medical Schemes Act 1998 (Act No. 131 of 1998) Fees authorised under the Long Term Insurance Act 1998 (Act No. 52 of 1998), the Short Term Insurance Act, 1998 (Act No 131 of 1998) or the Medical Schemes Act 1998 (Act No 131 of 1998), if those fees are reasonably commensurate to a service being rendered; Fees for the rendering of a financial service in respect of which commission or fees referred to in subparagraph 4.2.1, 4.2.2, is not paid, if those fees a) are specifically agreed to by a client in writing; and b) may be stopped at the discretion of that client Fees or remuneration for the rendering of a service to a third party, which fees or remuneration are reasonably commensurate to the service being rendered; Subject to any other law, an immaterial financial interest; and A financial interest, not referred to under subparagraph to 4.2.4, for which a consideration, fair value or remuneration that is reasonably commensurate to the value of the financial interest, is paid by another provider or representative at the time of receipt thereof.

7 P a g e 7 5 POLICY AVAILABILITY This policy is available to Momentum Consult representatives, clients and employees on the MMI Group internal and external website or as a hard copy, on request from jackie.smit@momentum.co.za. 6 POLICY GOVERNANCE 6.1. Ownership Ownership of this policy is vested in the Momentum Consult Executive Committee (hereinafter referred to as Momentum Consult EXCO) Drafting and Amendments Momentum Consult compliance is responsible for the co-ordination, the drafting of and the amendments to the policy Approval The policy is approved by Momentum Consult EXCO. 7 IMPLEMENTATION The Executive Committee of Momentum Consult is responsible for the implementation of the policy. 8 MANAGEMENT OF CONFLICT OF INTEREST 8.1 Mechanisms for the Identification of Conflict of Interest Representatives will annually declare interests in other financial services providers and declare instances where representatives are receiving rebates from fund managers Rebate disclosures are contained in the Fund Fact Sheet Compliance officers must monitor rebates received by Momentum Consult to identify whether the rendering of unbiased financial services are affected The complaints resolution team must escalate complaints relating to conflicts of interest to management Management is responsible for identifying situations that will, or could result in a material risk causing damage or detriment to a client s interest Representatives, key individuals and management must be trained to assist them in identifying conflicts of interest A register has been implemented to track the immaterial financial interests offered to third parties, if and when applicable.

8 P a g e Measures for the avoidance of conflicts of interest, and where avoidance is not possible, the reasons therefore and the measures for the mitigation of such conflicts of interest The contracts of representatives, who have an interest in another financial services provider, must be either fully disclosed or prohibited at the discretion of the Executive Committee and strictly monitored for conflict of interest purposes. Annual declarations must be completed in order to ensure compliance Where a representative receives a rebate from fund managers, their contracts/agreements must be amended to fully disclose such practice and an annual declaration must be completed by a representative to ensure compliance Momentum Consult has agreements in place with the following entities: ABSA Investment Management Services Alexander Forbes Allan Gray Altrisk Ashburton Bestmed Camargue Compass (Health and Accident) Coronation Coronation International Fedhealth Medical Scheme General & Professional Liability Acceptances Glacier Grindrod Asset Management Hollard Investec Investment Solutions Liberty Life Metropolitan Life Momentum Wealth International Marriott Asset Management Nedgroup Investments NMG Administrators (Pty) Ltd Old Mutual Old Mutual International Professional Provident Society Professional Provident Society Investments Richton SAFrican Insurance Company Sanlam Stanlib Sizwe Medical Fund Topmed Medical Scheme TSA Administration (Pty) Ltd Telesure FSP Solutions and Insurance Companies Momentum Group Momentum Manager of Managers Remuneration and incentives are not based on quantity alone, but rather a combination of both quantitative and qualitative measurement criteria, as set out below The integrity and completeness of the business installation documentation; The integrity and satisfactory rating in terms of a compliance audit.

9 P a g e The remuneration and incentive policy will not in any instance favour the placement of business with any specific entity as the policy shall be applied equally and consistently regardless of said entity The communication department must authorise presentation material prior to product launches and workshops A central register has been established to capture immaterial financial spending on brokers Clients must agree in writing to actions that will give rise to a conflict of interest, where a client insists thereon Representatives will not offer or receive any financial interest from a third party. 8.3 Measures for the disclosure of conflicts of interests Representatives must sign an annual honesty and integrity declaration which discloses an interest in another third party, the receiving of rebates from fund managers and the disclosure of any other conflict of interests that may exist The letter of introduction must reflect where incentives are provided A representative must disclose a conflict of interest to the client so that an informed decision can be made and include the disclosure form when lodging an application A representative must keep a gifts register. Gifts could be perceived as a token of appreciation on the part of clients for receiving assistance form FSP s to launder proceeds of illegal activities. 8.4 Processes, procedures and internal controls to facilitate compliance with the policy Representatives must complete honesty and integrity declarations annually Compliance monitoring will be conducted on an ongoing basis and quarterly reports will be submitted to executive management and compliance committees Representatives must be made aware of this policy and conflict of interest regulations via the compliance manual Documentation pertaining to conflict of interest will be stored on Momentum Consult s central database Training will be conducted on an ad hoc basis to ensure ongoing compliance with the policy. 8.5 Consequences of non-compliance with the policy Non-compliance with this policy by employees will be subject to Momentum Consult disciplinary process Non-compliance with this policy by representatives will result in the termination of their contract and debarment.

10 P a g e Momentum representatives financial interest qualifications criteria Momentum Consult will receive regulated commission and fees as agreed upon with the client A representative will qualify for an incentive bonus based on the annual premium income (API) and single premium investments secured by the representative or based on the growth of the API in the allocated portfolio of the representative On achievement and exceeding of quantity targets and quality requirements, representatives will qualify for incentive s including corporate reward trips. 9 LIST OF MOMENTUM CONSULT ASSOCIATES Momentum Consult is a wholly owned subsidiary of MMI Group. Momentum Consult or its representatives may not avoid, limit or circumvent or attempt to avoid, limit or circumvent compliance with conflict of interest regulation through an associate or an arrangement involving an associate. MMI HOLDINGS MMI Group Momentum Consult Refer to annexure A for a list of MMI Group subsidiaries 10 NAMES OF THIRD PARTIES IN WHICH MOMENTUM CONSULT HOLDS AN OWNERSHIP INTEREST Momentum Consult does not hold an ownership interest in a third party as defined in Board Notice 58 of 2010.

11 P a g e NAMES OF THIRD PARTIES THAT HOLD AN OWNERSHIP INTEREST IN MOMENTUM CONSULT MMI Group holds 100% ownership interest in Momentum Consult, as defined in Board Notice 58 of AWARENESS Momentum Consult must ensure that employees and representatives are aware of the contents of this policy. 13 TRAINING FAIS affected employees of Momentum Consult must complete the Conflict of Interest assessment. 14 MONITORING Momentum Consult compliance officer has been mandated by the MMI Group FAIS licence compliance officer and will be responsible for monitoring compliance with this policy and report thereon to the MMI Compliance Committee. 15 POLICY REVIEW This policy will be reviewed annually by Momentum Consult EXCO. The compliance officer will request information from Momentum Consult, collate the information and draft the requested amendments for approval by the Momentum Consult EXCO. 16 REPORTING The compliance officer of Momentum Consult is responsible to report on this management policy as required by the Regulator from time to time. The report must refer to the implementation, monitoring and compliance with and the accessibility of this management policy.

12 P a g e ANNEXURE "A" MMI GROUP LIMITED LIST OF COMPANIES NAME PERCENTAGE SHAREHOLDER 102 Rivonia Road (Pty) 40%; 40%; 20% MMI Group - 40%; 40% Momentum Property Investments (Pty) ; 20% Eris Property Fund Edglen Ltd 20.00% SMH Land Development (Pty) ERIS Property Fund (Pty) % Eris Property Fund Carry Vehicle (Pty) Ltd ERIS Property Fund Carry Vehicle (Pty) % Eris Property Group (Pty) Ltd ERIS Property Group (Pty) Ltd 51.30% MMI Holdings MMI Short Term Insurance Administration (Pty) Ltd (previously Pietersburg Hotel Persele (Pty) ) MMI Strategic Investment (Pty) (previously FirstRand Asset Management) % MMI Group % MMI Holdings Momentum Trust % MMI Holdings Slab Joint Finance Company (Pty) 33.00% MMI Group Strategic Real Estate Managers (Pty) (STREM) 70.00% MMI Strategic Investment (Pty) (previously FirstRand Asset Managers FRAM) ERIS Property Fund Carry Vehicle (Pty) % Eris Property Group (Pty) Ltd ERIS Property Fund (Pty) % Eris Property Fund Carry Vehicle (Pty) Ltd Aberfeldy Development (Pty) % MMI Group Channel Life Namibia % MMI Holdings Namibia (previously Metropolitan Life (Namibia) ) Gallic Hennops Park (Pty) % Southern Life Property Development (Pty) Ltd Greater Services (Pty) % MMI Group Hawley Road Developments (Pty) % MMI Group Homeria Investments (Pty) 50.00% Southern Life Property Development (Pty) Ltd - 50%; 50% Shareholding by Tresso Trading

13 P a g e 13 Housing Finance Services (Pty) % MMI Group Kemparkto (Pty) % SMH Land Development (Pty) Lakeview Management Properties (Pty) 75.00% Sage Life ; 25% Apex-hi Matador Building (Pty) % MMI Group Metropolitan Life Properties % MMI Group Momentum Connect (Pty) % MMI Group Momentum Growth (Pty) Ltd % MMI Group Momentum Netherlands BV % MMI Group Momman 2 (Pty) % MMI Group Namib Life Company % MMI Group Roseneck (Pty) % MMI Group SA Kultuur Beleggings (Pty) % SAK Holdings (deregistered) Sage Education Trust % MMI Group Sage Guaranteed Options (Pty) % MMI Group Sage International BV % MMI Group Sage Management Services (Pty) % MMI Group Sage Share Incentive Trust % MMI Group Sage Unit Trust % Sage Management Services P/L SGL Executive Share Trust % MMI Group Terama (Proprietary) % MMI Group The Southern Life Association Namibia % MMI Group

14 P a g e 14 Vuyo Investments (Pty) % MMI Group Metropolitan Botswana Share Incentive Trust % Metropolitan Life of Botswana Cold Trade (Proprietary) % MetHealth Namibia Administrators (Pty) Metropolitan Health (Mauritius) (previously Momentum Health (Mauritius) Ltd Metropolitan Health Botswana (Pty) Metropolitan Health Insurance Ghana 51.00% 95.00% 72.00% 95.00% Metropolitan Health (Malawi) % Metropolitan Health Zambia 65.00% MMI Holdings Namibia (previously Metropolitan Life (Namibia) ) MMI Holdings Namibia (previously Metropolitan Life (Namibia) ); Theo Opperman - 12%; Bombax - 20%; Primehealth Metropolitan International Support (Pty) (previously Momentum Africa Investments P/L)- 95% : 5% Shareholder by Metropolitan International Support (Pty) (previously Momentum Africa Investments)- 72% ; 14.8% Shareholding by Metropolitan International Support (Pty) (previously Momentum Africa Investments P/L) % shareholding ; Metropolitan International Support (Pty) (previously Momentum Africa Investments P/L) Metropolitan International Holdings (Pty) - 65%; 35% shareholding by Menel Management Services Metropolitan Lesotho % MMI Holdings Metropolitan Life Insurance Ghana Metropolitan Life Insurance Kenya 95.00% 66.45% Metropolitan Life of Botswana 73.00% Metropolitan Life Swaziland 67.00% Metropolitan International (Pty) % shareholding ; 4.9% shareholding by Metropolitan Insurance Company Metropolitan International (Proprietary) %; 32.14% Shareholding by Mr Konzolo; 2.01% Shareholding by Gareto MMI Holdings - 73% ; 24.4% Shareholding by Botswana Development Corporation; 2.6% Shareholding by Botswana Metropolitan International (Proprietary) - 67% Metropolitan Life Zambia 99.99% Metropolitan Pensions Trust Ghana Metropolitan International (Proprietary) % ; 0.01% (1 share of K1) shareholding by Yousuf Mohamed % Metropolitan Life Insurance Ghana Metropolitan Tanzania Insurance Company Metropolitan Tanzania Life Assurance Company MMI Holdings Namibia (previously Metropolitan Life (Namibia) Ltd) 66.67% 66.67% 86.67% Metropolitan International Support (Pty) % ; 33.33% Shareholding by Krishna Finance Metropolitan International Support (Pty) % ; 33.33% Shareholding by Krishna Finance Metropolitan International Holdings (Pty) % ; 9.56% Shareholding by Grenada Investments (Nine) (Pty) Ltd; 2.69% Momentum Insurance Swaziland % Metropolitan Life Swaziland Momentum Lesotho (Pty) % Metropolitan Lesotho

15 P a g e 15 Momentum Life Assurance Namibia Ltd % MMI Holdings Namibia (previously Metropolitan Life (Namibia) ) Momentum Life Botswana % MMI Group Momentum Mozambique LDA 67.70% Metropolitan International Support (Pty) -quota 67.7% ; 33.3% quota by Sigma Pelgrim Investments (Proprietary) UBA Metropolitan Life Insurance (Nigeria) % 50.00% MMI Holdings Namibia (previously Metropolitan Life (Namibia) ) Metropolitan International (Proprietary) - 50% ; 50% Shareholding by UBA PLC Wanthanzi Health Plan by guarantee MetCollective Investments Ltd % MMI Holdings MetHealth (Pty) % Metropolitan Health Corporate (Pty) Metropolitan Asset Managers % MMI Holdings Metropolitan Health (Proprietary) % MMI Holdings Metropolitan Health Corporate (Proprietary) Metropolitan Health Risk Management (Proprietary) Metropolitan International Support (Pty) Ltd (previously Momentum Africa Investments (Pty) ) 82.37% Metropolitan Health (Pty) %; 17.63% Shareholding by Off-the-shelve Investments % Metropolitan Health Corporate (Pty) % MMI Group Metropolitan Life % MMI Holdings Mettle Investments (Proprietary) 49.75% MMI Group (previously Momentum Group ) MMI Holdings % ; Associate of MCEF; 36.7% Shareholding by Mettle Management; 13.5% Shareholding by Mettle % MMI Holdings MMI Holdings Various Various Momentum Ability % MMI Group Momentum Asset Management (Pty) Momentum Collective Investments Momentum Finance Company (Pty) % MMI Group % Momentum Asset Management (Pty) % MMI Group

16 P a g e 16 Momentum Managers of Managers (Pty) % Momentum International Multimanagers (Pty) Momentum Medical Scheme Administrators (Pty) Ltd (MMSA) Momentum Property Investments (Pty) % MMI Group % MMI Group Momentum Retirement Administrators (Proprietary) 80.00% MMI Holdings - 80% ; 20% Shareholding by Kagiso Holdings Momentum Wealth (Pty) Ltd % MMI Group Metropolitan Odyssey % MMI Holdings 2 Merchant Place (Pty) % MMI Group Advantage AM Collective Investments % Momentum Manager of Managers AdviceAtWork (Pty) % MMI Group Azralox (Pty) 50.00% C Shell 448 (Proprietary) 49.00% Momentum Medical Scheme Administrators (Pty) Ltd (MMSA) - 50% ; 50% Shareholding by 2Cana MMI Holdings - 49%; 51% Shareholding by Kagiso Ventures Investments Holdings Gamaphuteng Enterprises (Proprietary) 92.20% MMI Group % ; 7.8% Shareholding by A Mahlangu, P Vilakazi, S Mavimbela, M Msimango, A Gama, L Phore Landplan Beleggings (Pty) % MMI Group Metropolitan Capital (Proprietary) Metropolitan Capital Economic Fund (Proprietary) Metropolitan International (Proprietary) Metropolitan Investment Options (Proprietary) % MMI Holdings 95.00% Metropolitan Capital (Proprietary) % MMI Holdings % MMI Group Metropolitan Life International % MMI Holdings MMI Infrastructure & Operations (Pty) Ltd (previously Metropolitan Card Operations (P/L) Momentum Alternative Insurance Momentum Alternative Investments (Pty) % MMI Holdings % MMI Group % MMI Group

17 P a g e 17 Momentum Asset Management (Namibia) (Pty) % MMI Holdings Namibia (previously Metropolitan Life (Namibia) ) Momentum Asset Management (Swaziland) (Pty) Momentum Asset Management Nominees (Pty) % Momentum Asset Management (Pty) % Momentum Asset Management (Pty) Momentum Consult (Pty) % MMI Group Momentum Global Investment Management Momentum Healthcare Distribution (Pty) % Momentum Asset Management (Pty) % MMI Group Momentum Interactive (Pty) % MMI Group Momentum International Insurance PCC (Protected Cell Company ) % Momentum Wealth International (Guernsey) Momentum International Multimanagers (Pty) Momentum Investment Consulting (Pty) % MMI Group % MMI Group Momentum Mutual Fund ICC % Momentum Wealth International (Guernsey) Momentum Properties (Pty) % MMI Holdings Momentum Short-term Insurance Company % MMI Group Momentum Structured Insurance % MMI Group Momentum Wealth International (Guernsey) Momentum Wealth Nominees (Pty) % MMI Group % Momentum Wealth (Pty) MWI Nominees (Guernsey) % MWI Secretaries % Momentum Wealth International (Guernsey) Momentum Wealth International (Guernsey) New Smal Construction co (Pty) % SMH Land Development (Pty) SMH Land Development (Pty) % MMI Group Southern Life Property Development (Pty) % MMI Group

18 P a g e 18 Von Brandis Square Development Co (Pty) % SMH Land Development (Pty) Amini Management (Kenya) 50.00% MMI Foundation (100% Ownership - MMI Holdings) S21 Company Metropolitan International Support (Pty) - 50% ; 50% Shareholding by APA Insurance (Pty) Ltd NPC - no shareholders Parc du Cap Body Corporate - 100% ownership MMI Holdings Body Corporate Body Corporate - no shareholders The Metropolitan Staff Share Incentive Trust The Metropolitan Staff Share Purchase Trust % MMI Holdings % MMI Holdings Union Money (Proprietary) 50.00% MMI Holdings - 50% ; 50% Shareholding by NUMSA Investment Company (Pty) Ltd Metropolitan Empowerment Trust 75.00% MMI Holdings Ltd - 75%: KTI (25%) Metropolitan Namibia Share Incentive Trust % MMI Holdings Namibia (previously Metropolitan Life (Namibia) ) Active Ageing at Home (Pty) 50.00% Metropolitan International Holdings (Pty) Momentum Medical Scheme Administrators (Pty) Ltd (MMSA); 50% Shareholding by UKZN Innovation % MMI Holdings Metropolitan Life (Mauritius) (previously known as Mauritian Eagle Life Company ) 70.00% Metropolitan International Holdings (Pty) Momentum Africa Investments LLC % Momentum Global Investments Management Company Momentum Investments (Pty) % MMI Holdings Momentum Investments Shared Services (Pty) Ltd % MMI Group ASSOCIATED ENTITIES PERCENTGAGE SHAREHOLDER Edglen Ltd 20.00% SMH Land Development (Pty)