Conflict of Interest Management Policy

Transcription

1 Cnflict f Interest Management Plicy This plicy establishes a legislative framewrk t manage risks assciated with cnflict f interest as required by the Financial Advisry and Intermediary Services Act N. 37 f 2002, General Cde f Cnduct. Level Plicy wner Liberty Hldings Limited Grup Cmpliance Officer Date 24 February 2016

2 Liberty Hldings Limited: Cnflict f Interest Management Plicy Table f Cntents 1. Purpse f this plicy Scpe f the plicy Identifying cnflicts f interest Measures fr avidance and disclsure Accuntabilities and respnsibilities Liberty Hldings Limited Chief Executive Officer Custmer Fcused Unit Chief Executive Officers Key Individuals Liberty Grup Risk Officer Liberty Grup Cmpliance Officer Executive Officer, Liberty Grup Internal Audit Services Custmer Relatins Department Financial interests Sign-n bnus Cmpliance and cnsequences f nn-cmpliance List f subsidiaries, assciates and jint ventures in which Liberty hlds an wnership interest at 31 December Liberty s hlding cmpany Plicy administratin... 8 CONFIDENTIAL

3 Liberty Hldings Limited: Cnflict f Interest Management Plicy 1. Purpse f this plicy In terms f the General Cde f Cnduct fr Authrised Financial Services Prviders and Representatives, as amended ( the Cde ), prmulgated in terms f the prvisins f the Financial Advisry and Intermediary Services Act (Act N. 37 f 2002 the FAIS Act ) financial services prviders ( Prviders ) must take all necessary steps t eliminate any practices and/r services that may create a cnflict between their interests and the interests f an existing r ptential client. A cnflict f interest is any situatin where a Prvider r a Prvider s representative (whether an Independent Financial Advisr (IFA) r a representative) has an interest that may in rendering a financial service t a client, influence the bjective perfrmance f his/her/its bligatins t that client r where it prevents him/her/it frm rendering an unbiased and fair financial service t that client. It includes receiving a wide range f financial interest, wnership interests and any relatinship with a third party. Cnflict f interest situatins must be avided. Financial interest means - any cash, cash equivalent, vucher, gift, service, advantage, benefit, discunt, dmestic r freign travel, hspitality, accmmdatin, spnsrship, ther incentive r valuable cnsideratin, ther than (a) an wnership interest. (b) training, that is nt exclusively available t a selected grup f prviders r representatives, n (i) prducts and legal matters relating t prducts. (ii) general financial and industry infrmatin. (iii) specialised technlgical systems f a third party necessary fr the rendering f financial services; but excludes travel and accmmdatin assciated with such training. Ownership interest means (a) any equity r prprietary interest, fr which fair value was paid by the wner at the time f acquisitin, ther than equity r an prprietary interest held as an apprved nminee n behalf f anther persn; and (b) includes any dividend, prfit share r similar benefit derived frm that equity r wnership interest. Third party means (a) a prduct supplier; (b) anther prvider; (c) an assciate f a prduct supplier r prvider; (d) a distributin channel; r (e) any persn wh in terms f the agreement r arrangement with a persn referred t in paragraphs (a) t (d) abve a financial interest t a prvider r its representatives. In additin, the Cde requires that where it is nt pssible t avid any act, actin r reward that may create a ptential cnflict f interest, apprpriate steps must be taken t mitigate the impact and it must be apprpriately disclsed t the client at the earliest reasnable pprtunity. This Plicy sets ut the management f any such cnflicts f interests: the mechanisms used t identify such cnflicts; the measures fr avidance and disclsure; prcesses and prcedures fr cmpliance with the Plicy; and the cnsequences f nn-cmpliance t the Plicy. CONFIDENTIAL Page 1 f 8

4 Liberty Hldings Limited: Cnflict f Interest Management Plicy The Plicy cntains details f the types f financial interests a Liberty representative, including an IFA receives and the basis n which it is received. It als cntains a list f all assciates f Liberty and third parties in which Liberty hlds an wnership interest r that hld an wnership interest in Liberty. 2. Scpe f the plicy This Plicy applies t the fllwing financial services prviders, and its representatives, within Liberty Hldings Ltd: Liberty Grup Ltd; Capital Alliance Life Ltd; Liberty Health Hldings (Pty) Ltd; Frank Financial Services (Pty) Ltd; Liberty Linked Investment Platfrm (Pty) Ltd; Liberty Linked Investment Platfrm Nminees (Pty) Ltd. Thrughut this dcument, any reference t Liberty shall mean any f the entities referred t abve individually r cllectively. 3. Identifying cnflicts f interest Liberty has develped the fllwing prcesses t identify cnflicts f interest: An analysis f all the sales and distributin areas within Liberty has taken place; The types f financial interests received/ffered have been identified and analysed; Apprpriate rules have been put in place arund the receipt/ffering f financial interests; All remuneratin mdels fr representatives are required t be signed ff by Head f Risk & Cmpliance f the Custmer Fcused Unit and Grup legal Services, as well as by the Liberty Grup Intermediary Remuneratin Cmmittee and the management f the affected sales and distributin areas; Remuneratin fr IFA s is limited t regulated cmmissins and fees; and Apprpriate training has been develped t enable representatives t identify cnflict f interest situatins. Annual reviews f these prcesses are included in Liberty s Risk and Cmpliance Mnitring Prgramme in rder t ensure that any cnflicts f interest that arise are identified. These annual reviews include independent reviews f business practices and interviews with representatives in rder t ascertain whether they receive financial interests frm third parties. 4. Measures fr avidance and disclsure Liberty s plicy is t establish cntractual relatinships with its representatives, which prevents its representatives frm placing business with ther Prviders unless Liberty s express cnsent has been given. Liberty s plicy is t prvide specific training and educatinal material n hw cnflicts f interest may arise and hw it can be avided t all new representatives. Training is als prvided t all existing representatives. Where a cnflict f interest cannt be avided, Liberty s representatives are required t make a written disclsure f such a cnflict t their existing and ptential clients at the earliest reasnable pprtunity, CONFIDENTIAL Page 2 f 8

5 Liberty Hldings Limited: Cnflict f Interest Management Plicy tgether with measures that were taken t mitigate the situatin. Any such disclsures are required t be apprved by the respective Custmer Fcused Units Head f Risk and Cmpliance functin. All existing and ptential clients have the right t ask his/her Liberty representative fr further details regarding such disclsures. The client s rights (r ptential rights) and the prtectin ffered under the Cde may nt be waivered. Liberty s Custmer Fcused Unit Heads f Risk & Cmpliance mnitr all financial interests received by its representatives, as part f Liberty s verall cmpliance mnitring prgram. In additin, all financial interests ffered t/received frm IFA s and third parties are mnitred as part f Liberty s verall Risk and Cmpliance Mnitring Prgramme. 5. Accuntabilities and respnsibilities Liberty has adpted a gvernance prcess that requires executive management t ensure cmpliance t this Plicy: 5.1. Liberty Hldings Limited Chief Executive Officer The Liberty Hldings Limited Chief Executive Officer is accuntable fr the implementatin and cmpliance with this Plicy within Liberty Custmer Fcused Unit Chief Executive Officers The Custmer Fcused Unit Chief Executive Officers are accuntable fr ensuring cmpliance with this Plicy as an integral part f peratins and risk management within their businesses Key Individuals Liberty s appinted Key Individuals are accuntable fr ensuring cmpliance by representatives listed n the representative registers under their cntrl as required in terms f the prvisins f the FAIS Act Liberty Grup Risk Officer The Liberty Grup Chief Risk Officer is accuntable fr the maintenance f this Plicy within the cntext f changing business practices and a changing regulatry envirnment Liberty Grup Cmpliance Officer The Liberty Grup Cmpliance Officer is accuntable fr the mnitring and reprting f nncmpliance t this Plicy Executive Officer, Liberty Grup Internal Audit Services The Executive Officer, Liberty Grup Internal Audit Services is accuntable fr assurance t the bard f directrs n the adequacy and effectiveness f Liberty s internal and cmpliance cntrls relating t cnflicts f interest Custmer Relatins Department Existing and ptential clients may als direct questins and cmplaints cncerning the applicatin f this Plicy t Liberty s Custmer Relatins Department via the fllwing address: relatins@liberty.c.za. CONFIDENTIAL Page 3 f 8

6 Liberty Hldings Limited: Cnflict f Interest Management Plicy 6. Financial interests Independent Financial Advisrs (IFA s) Liberty s plicy is t ffer and facilitate the payment f the fllwing financial interests t IFA s fr prviding services as an intermediary r fr giving financial advice t a client: Regulated cmmissin under the Lng-Term Insurance Act (N. 52 f 1998 the LTIA ); and Regulated cmmissin under the Medical Schemes Act (N. 131 f 1998 the MSA ). Fees specifically agreed t by a client in terms f a written mandate that a client may terminate in his/her discretin. Liberty s plicy is als t ffer and facilitate certain immaterial financial interests t IFA s up t a maximum f R1 000 per individual as permitted in terms f the Cde. Immaterial financial interest means any financial interest with a determinable mnetary value, the aggregate f which des nt exceed R1 000 in any calendar year frm the same third party received by a prvider wh is a sle prprietr; r a representative fr the representative s direct benefit; a prvider, wh fr its benefit r that f sme r all f its representatives, aggregates the immaterial financial interest paid t its representatives. Liberty has cntractual relatinships with ther Prviders, but Liberty s plicy is nt t receive anything ther than the cmmissins and fees, listed abve, permitted in terms f the Cde. Representatives Liberty s representatives are either salaried emplyees r independent cntractrs. Liberty s plicy is t remunerate them a cmbinatin f cmmissin and ther benefits which include: Optins t invest in cllective investment schemes with STANLIB; Nn-cash incentives; and Re-imbursive allwances. Befre these ther benefits are paid, Liberty s plicy is t take the fllwing quantity and quality measures int accunt: Individual Arrangements: Retail SA The size f the representative s bk f business, measured by premiums and assets under management. The grwth f the representative s bk f business, measured by the amunt f business the representative has intrduced successfully during the year. Persistence f the representative s bk f business, measured by shrt and lng-term lapse rates. The quality f the representative s advice and service t the client, measured by the representative s Cmpliance Screcard (i.e. apprpriateness f financial advice prvided as reflected by the Financial Needs Analysis that was dne). Individual Arrangements: Frank Financial Services The vlume f business generated by the cnsultant, measured by quantity and premium value. Persistence f the business written, measured by shrt and lng-term lapse rates. The quality f the service t the custmer, measured by the Key Perfrmance Indicatrs in the cnsultant s Perfrmance Agreement CONFIDENTIAL Page 4 f 8

7 Liberty Hldings Limited: Cnflict f Interest Management Plicy Grup Arrangements: Liberty Crprate The size f the representative s bk f business, measured by premiums and assets under management. The grwth f the representative s bk f business, measured by the amunt f business the representative has intrduced successfully during the year. The quality f the representative s advice and service t the client, measured by the Key Perfrmance Indicatrs cntained in the representative s Perfrmance Agreement (i.e. apprpriateness f financial advice prvided as reflected by the Financial Needs Analysis that was dne) and 360 degree peer reviews. Grup Arrangements: Liberty Health The grwth f the representative s bk f business, measured by the amunt f business the representative has intrduced successfully during the year. The quality f the representative s advice and service t the client, measured by the representative s Cmpliance Screcard (i.e. apprpriateness f financial advice prvided as reflected by the Financial Needs Analysis that was dne). 7. Sign-n bnus This plicy prvides that Liberty will nt engage in the practice f ffering sign-n bnuses as part f its recruitment strategies r as an incentive t becme its representative r prvider in terms f the FAIS Act. The law prhibits ffering a sign-n bnus t any persn ther than t a new entrant (a persn wh has never been authrised as a financial services prvider r appinted as a representative by any financial services prvider). A sign-n bnus means (a) any financial interest ffered r received directly r indirectly, upfrnt r deferred, and with r withut cnditins, as an incentive t becme a prvider, and (b) a financial interest referred t in paragraph (a) includes but is nt limited t (i) cmpensatin fr the (aa) ptential r actual lss f any benefit including any frm f incme, r part theref, r (bb) cst assciated with the prvider s business r peratins, including the surcing f business, relating t the rendering f financial services; r (ii) a lan, advance, credit facility r any ther similar arrangement. 8. Cmpliance and cnsequences f nn-cmpliance The Grup Cmpliance Officer shall reprt n cmpliance with this plicy. Nn-cmpliance by emplyees All Liberty emplyees, irrespective f level f senirity, wh d nt cmply with this Plicy will be subject t Liberty s internal emplyee disciplinary prcedures. Nn-cmpliance by representatives All Liberty representatives, including IFA s wh d nt cmply with this Plicy will be subject t the prcesses and prcedures applicable t representatives under the FAIS Act. CONFIDENTIAL Page 5 f 8

8 Liberty Hldings Limited: Cnflict f Interest Management Plicy 9. List f subsidiaries, assciates and jint ventures in which Liberty hlds an wnership interest at 31 December 2015 Liberty Hldings Limited hlds an wnership interest in the fllwing subsidiaries, assciates and jint ventures (all sharehlding is 100% unless indicated therwise): JHI Retail (Pty) Ltd (49% sharehlding) Lexshell 615 Investments (Pty) Ltd Liberty Grup Ltd its subsidiaries, assciates and jint venture: Capital Alliance Life Ltd and its subsidiaries: - CAL AIL Investments Ltd (75% sharehlding); - Capital Alliance Investment Hldings (Pty) Ltd; and - Liberty Grwth Ltd EQ-Fin (Pty) Ltd (25.62% sharehlding - assciate); Frank Financial Services (Pty) Ltd; Frank Life Ltd; Friedshelf 940 (Pty) Ltd; Herefrd Financial Services (Pty) Ltd (20% sharehlding - assciate); Liberty Active Ltd; Liberty Linked Investment Platfrm (Pty) Ltd and its subsidiary: - Liberty Linked Investment Platfrm Nminees (RF) (Pty) Ltd Liberty Private Fund Administratrs Ltd; Liberty Prpc (Pty) Ltd; LPH Prperties Ltd; Sandtn Htels (Pty) Ltd; The Cullinan Htel (Pty) Ltd (40% sharehlding - assciate); and The Financial Services Exchange (Pty) Ltd (33.3% sharehlding - jint venture) Liberty Grup Prperties (Pty) Ltd and its subsidiaries: Liberty Grup Prperty Develpment (Pty) Ltd; Liberty Grup Prperty Management (Pty) Ltd; and Liberty Prperties Swaziland (Pty) Ltd Liberty Health Hldings (Pty) Ltd and its subsidiaries: VMed Administratrs (Pty) Ltd; VMedical Slutins (Pty) Ltd and its subsidiaries: - Dtcza (Pty) Ltd; - Guardrisk Cell Captive (Mauritius); - Liberty Blue Cnsultancy Ltd; - Main Street 645 (Pty) Ltd. (51% sharehlding); - Neil Harvey & Assciates (Pty) Ltd; - Unique Payment Services (Pty) Ltd; and - Vinnvatins (Pty) Ltd (50% sharehlding) CONFIDENTIAL Page 6 f 8

9 Liberty Hldings Limited: Cnflict f Interest Management Plicy Liberty Hldc Nigeria Ltd and its subsidiary Ttal Health Trust Ltd Liberty Hldings Btswana (Pty) Ltd (74% sharehlding) and its subsidiaries: Liberty Life Btswana (Pty) Ltd; Liberty General Insurance (Pty) Ltd; and Stanlib Investment Management Services (Pty) Ltd Liberty Hldings Namibia (Pty) Ltd (75% sharehlding) and its subsidiaries: Liberty Life Namibia Ltd and its subsidiary: - United Funeral Insurance Ltd STANLIB Namibia (Pty) Ltd; STANLIB Namibia Unit Trust Management Cmpany Ltd; Liberty Hldings Swaziland (Pty) Ltd and its subsidiary: STANLIB Swaziland (Pty) Ltd Liberty Hldings Zambia Ltd and its subsidiaries: Liberty Prperties Zambia Ltd; and Liberty Life Zambia Ltd Liberty Kenya Hldings (56.82% sharehlding) and its subsidiaries: CfC Investments Ltd; CfC Life Assurance Ltd; The Heritage Insurance Cmpany Kenya Ltd; and its subsidiaries: - Azali Ltd; - The Heritage Insurance Cmpany Tanzania Ltd (60% sharehlding); and Strategis Insurance Tanzania Ltd (42% sharehlding - assciate) Liberty Life Assurance Uganda Ltd (51% sharehlding) Liberty Life Lesth Ltd Liberty Life Swaziland Ltd (75% sharehlding LHL and 25% Sharehlding LGL) Liberty Nminees (Pty) Ltd Liberty Viewpint (Pty) Ltd Libgrup Jersey Hldings Ltd Own Yur Life Rewards (Pty) Ltd STANLIB Ltd and its subsidiaries Ldestne Hldings (Pty) Ltd and its subsidiary: - STANLIB Multi Manager Ltd STANLIB Asset Management Ltd and its subsidiaries: - STANLIB Credit Partners (Pty) Ltd; and its subsidiaries: CONFIDENTIAL Page 7 f 8

10 Liberty Hldings Limited: Cnflict f Interest Management Plicy Mezzanine Partners GP (Pty) Ltd; Mezzanine Partners (B) GP (Pty) Ltd; Credit Partners GP (Pty) Ltd; and Credit Partners (B) GP (Pty) Ltd - STANLIB Fund Managers Jersey Ltd; - STANLIB Infrastructure GP 1 (Pty) Ltd; STANLIB Cllective Investments Ltd; STANLIB Wealth Management Ltd and its subsidiary: - STANLIB Wealth Management Nminees (Pty) Ltd STANLIB Ghana Ltd STANLIB Kenya Ltd STANLIB Lesth (Pty) Ltd (74.9% sharehlding) STANLIB Tanzania Ltd STANLIB Uganda Ltd Stnehuse Capital (Pty) Ltd its subsidiary and its assciates: Stnehuse Services Cmpany (Pty) Ltd; Bay Wealth Management Clse Crpratin (26% interest - assciate); Brenthurst Wealth Management (Pty) Ltd (26% sharehlding - assciate); Finmap Financial Services (Pty) Ltd (26% sharehlding - assciate); Hein Kruger Internatinale Fndbestuur (Pty) Ltd (26% sharehlding - assciate); Nble Private Prtfli Hldings (Pty) Ltd (26% sharehlding - assciate); and Zackly Investments One (Pty) Ltd (26% sharehlding - assciate) 10. Liberty s hlding cmpany The Standard Bank Grup Ltd has a 53.65% sharehlding in Liberty Hldings Limited. 11. Plicy administratin Cntact persn Ismail Mamjee - Grup cmpliance Officer ismail.mamjee@liberty.c.za Versin infrmatin Plicy name Versin Date f apprval Cnflict f Interest Management Plicy Final 24 February 2016 Review Frequency f review Date f next review Date f last review Annually January 2017 May 2015 CONFIDENTIAL Page 8 f 8