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PURPOSE<\/span><\/strong><\/p>\n .<\/span><\/span><\/p>\n The purpose of this Policy is to specify the procedures put in place by Atriafinancial SA (Pty) Ltd (hereafter the \u201cCompany\u201d), a company incorporated under the laws of South Africa, the registered office of which is at <\/span>t<\/span>he 3rd Floor, 34 Whiteley Blvd, Melrose Arch, Birnam, 2196<\/span> and is a Financial Services Provider regulated in the conduct of its activities by the South African Financial Sector Conduct Authority (\u201cFSCA\u201d) under license 36060, for identifying and responsibly managing and controlling and, where necessary, disclosing the conflicts of interests arising in relation to its business and to reduce the risk of client disadvantage and of legal liability, regulatory censure or damage to Company\u2019s commercial interests and reputation and to ensure that it complies with legislative requirements.<\/span><\/p>\n .<\/span><\/span><\/p>\n DEFINTION OF CONFLICT OF INTEREST AND THE COMPANY\u2019S POLICY<\/span><\/strong><\/p>\n .<\/span><\/span><\/p>\n A \u201cconflict of interest\u201d involves the <\/span>actual<\/span><\/strong>, <\/span>apparent <\/span><\/strong>or <\/span>potential <\/span><\/strong>abuse of the trust that people have in professionals, business or third parties. Therefore, a conflict of interest implies only the potential for bias, not the likelihood. Furthermore, a conflict of interest is a situation in which financial or other personal considerations have the potential to compromise or bias professional judgment and objectivity.<\/span><\/p>\n .<\/span><\/span><\/p>\n An apparent conflict of interest<\/span><\/strong> is one in which a reasonable person would think that the professional\u2019s judgment is likely to be compromised.<\/span><\/p>\n .<\/span><\/span><\/p>\n A potential conflict of interest<\/span><\/strong> involves a situation that may develop into <\/span>an actual conflict of interest<\/span><\/strong>.<\/span><\/p>\n .<\/span><\/span><\/p>\n Financial interest<\/span><\/strong> can take numerous forms such as but not limited to cash, cash equivalent, voucher, gift, services, advantage, benefit, discount, domestic or foreign travel, hospitality, accommodation, sponsorship, or other incentive, or valuable consideration. As a general rule the Company considers a Financial interest as placing an employee in more advantageous and\/or beneficial position then they would have been in under normal working conditions.<\/span><\/p>\n \u00a0\u00a0\u00a0<\/span><\/p>\n It is important to note that a conflict of interest exists whether or not decisions are affected by a personal interest. Conflicts of interest in terms of the FAIS Act can be described as circumstances where some or all of the interests of clients to whom a financial services provider or product supplier provides financial services or products, are <\/span>inconsistent with, or diverge from, some or all of the interests of the FSP, its representatives or the product supplier<\/span><\/p>\n .<\/span><\/span><\/p>\n It is not possible to list all situations which could constitute a conflict. The facts of each situation will determine whether the interest in question is such as to bring it within the area of potential conflict. Therefore, we as company have implemented a Conflict of Interest register and a gift registry that will upload all new scenarios that could be deemed as Conflicts of Interests or have the potential to develop into actual conflicts of Interest but also what gifts Relevant persons may be entitled to receive from clients that do not breach these policies.<\/span><\/p>\n .<\/span><\/span><\/p>\n T<\/span>he Company defines a conflict of interest as any situation where either the Company or an individual is in a position to exploit<\/span>, abuse or misrepresent either the client or the Company in <\/span>a professional or official capacity in <\/span>any <\/span>way<\/span> or manner<\/span> for either corporate or personal benefit<\/span> and\/or gains<\/span>. For the purposes of identifying <\/span>whether a conflict<\/span> of interest that <\/span>may <\/span>arise<\/span> or has arisen<\/span> in the course of providing investment and ancillary services (or a combination<\/span> of both<\/span> thereof) and<\/span> whether the<\/span> existence may damage the interests of a client,<\/span> and\/or <\/span>the<\/span> integrity of the Company. The <\/span>Company shall take into account, as a minimum<\/span> the following factors<\/span>, whether the Company or a relevant person, or a person<\/span>s<\/span> are <\/span>directly or indirectly linked by control <\/span>of<\/span> the Company, <\/span>in any of the <\/span>following situations, whether as a result of providing investment or ancillary services or investment activities or otherwise:<\/span><\/p>\n .<\/span><\/span><\/p>\n a.<\/span>\u2003\u2003The Company or a relevant person, or a person<\/span> is<\/span> directly or indirectly linked by control to the Company, is likely to make a financial gain or avoid a financial loss, at the expense of the client.<\/span><\/p>\n b.<\/span>\u2003\u2003 The Company or a relevant person, or a person<\/span> is <\/span>directly or indirectly linked by control to the Company, has an interest in the outcome of a service provided to the client, or of the transaction carried out on behalf of the client, which is distinct from the client\u2019s interest in that outcome.<\/span><\/p>\n c.<\/span>\u2003\u2003The Company or a relevant person, or a person directly or indirectly linked by control to the Company, has a financial or other incentive to favour the interest of another client or group of clients over the interests of the client.<\/span><\/p>\n d.<\/span>\u2003\u2003The Company or a relevant person, or a person<\/span> is<\/span> directly or indirectly linked by control to the Company, carries on the same business as the client.<\/span><\/p>\n e.<\/span>\u2003\u2003The Company or a relevant person, or a person<\/span> is<\/span> directly or indirectly linked by control to the Company, receives or will receive from a person other than the client an <\/span>inducement in relation to a service provided to the client, in the form of monetary or non-monetary benefits or services<\/span><\/p>\n f. that the Relevant person has either received gifts from clients that have not been declared in the Company\u2019s gift register or a gift received in outside the acceptable threshold of the Company\u2019s gift policy.<\/span><\/p>\n .<\/span><\/span><\/p>\n \u201cRelevant person in relation to the Company\u201d means any of the following persons:<\/span><\/p>\n a)<\/span>\u2003\u2003a member of the Board of Directors, partner or equivalent, manager or tied agent of the Company; <\/span><\/p>\n b)<\/span>\u2003\u2003an employee of the Company or of a tied agent of the Company, as well as any other natural person whose services are placed at the disposal and under the control of the Company or a tied agent of the Company who is involved in the provision by the Company of investment services or\/and the performance of investment activities;<\/span><\/p>\n c)<\/span>\u2003\u2003a natural person who is directly involved in the provision of services to the Company or to its tied agent under an outsourcing arrangement for the purpose of the provision by the Company of investment services or\/and the performance of investment activities.<\/span><\/p>\n .<\/span><\/span><\/p>\n The affected parties, if conflict of interest arises, can be the Company, its employees or its clients. More specifically, a conflict of interest may arise between the following parties:<\/span><\/p>\n a.<\/span>\u2003\u2003Between the client and the Company.<\/span><\/p>\n b.<\/span>\u2003\u2003Between two <\/span>or more <\/span>clients of the Company.<\/span><\/p>\n c.<\/span>\u2003\u2003Between the Company and its employees.<\/span><\/p>\n d.<\/span>\u2003\u2003Between a client of the Company and an employee\/manager of the Company.<\/span><\/p>\n e.<\/span>\u2003\u2003Between the Company\u2019s departments. <\/span><\/p>\n .<\/span><\/span><\/p>\n Conflicts of interest can occur in a number of situations, for example:<\/span><\/p>\n \u00b7<\/span>\u2003\u2003The Company is likely to sustain an overall financial loss or avoid a financial loss, by executing a client\u2019s specific order.<\/span><\/p>\n \u00b7<\/span>\u2003\u2003The Company is likely to sustain an overall financial gain by not executing a client\u2019s specific order.<\/span><\/p>\n \u00b7<\/span>\u2003\u2003The market moves to a direction of a point\/timing when by executing client\u2019s order will result in a financial loss for the Company.<\/span><\/p>\n \u00b7<\/span>\u2003\u2003The Company\u2019s hedging policy is affected negatively by the market movement and as a result client\u2019s orders are rejected in order to prevent a financial loss for the Company.<\/span><\/p>\n \u00b7<\/span>\u2003\u2003The Company\u2019s employees put their own interests above the interests of the Company\u2019s clients (commissions, inducements, etc.) The Company has an interest in the outcome of a service provided for their clients or a transaction conducted on behalf of the client, which is different from the client’s interest in this result.<\/span><\/p>\n \u00b7<\/span>\u2003\u2003The Company has a financial or other incentive to favor the interests of one client above the interests of another client when performing the same investment service in circumstances which are otherwise identical;<\/span><\/p>\n .<\/span><\/span><\/p>\n Control and Prevention of Conflicts of Interest<\/span><\/strong><\/p>\n .<\/span><\/span><\/p>\n Where conflicts, or potential conflicts, are identified<\/span> or reported<\/span>, the Company is committed to ensuring that they are effectively and fairly managed so as to prevent these conflicts from constituting or giving rise to a material risk of damage to the interests of the Company\u2019s customers<\/span> or the Company\u2019s integrity<\/span>. The Company applies at least one of the following measures to every conflict or potential conflict:<\/span><\/p>\n –<\/span>\u2003\u2003Staff training <\/span><\/p>\n –<\/span>\u2003\u2003Segregation of duties (see below)<\/span><\/p>\n –<\/span>\u2003\u2003Chinese walls (see below)<\/span><\/p>\n –<\/span>\u2003\u2003Record keeping<\/span><\/p>\n –<\/span>\u2003\u2003<\/span>Conflict of Interest Register <\/span><\/p>\n –<\/span>\u2003\u2003Gift Register<\/span><\/p>\n –<\/span>\u2003\u2003Regular independent monitoring or review <\/span><\/p>\n –<\/span>\u2003\u2003Disclosure to clients (see below)<\/span><\/p>\n – <\/span>\u2003\u2003Internal reporting and reviews on regular basis.<\/span><\/p>\n .<\/span><\/span><\/p>\n Management of Conflicts of Interest<\/span><\/strong><\/p>\n .<\/span><\/span><\/p>\n A. Independence and Segregation of Duties<\/em><\/span><\/strong><\/p>\n .<\/span><\/span><\/p>\n The following functions and departments are segregated as measures to prevent or manage conflicts of interest:<\/span><\/p>\n –<\/span>\u2003\u2003Dealing and the front office;<\/span><\/p>\n