Terms and Conditions for Investment Management & Dealing Services

These Terms and Conditions are divided into three parts: 1.5.2 The main business of Wealth & Conditions . You have the right to request that you be • Sections 1-4 is an Introductory Section to these Investment is the provision of investment categorised differently from the category we have Terms and Conditions . management, financial planning and given you. stockbroking services. • Sections 5-47 cover the Terms applicable to our 2.2 We will also further categorise you as one of the Investment Management and Dealing Services. 1.5.3 IW&I does not make any additional charge to following: you for dealing with us by means of distance • Sections 48-51 in addition to Sections 5-47 cover the • a discretionary client; communication use of our Financial Planning services • an advisory investment managed client; 1.5.4 These Terms and Conditions do not have any • a dealing with advice client; or minimum duration, although we reserve the right 1. Introduction and legal status to vary or amend these Terms and Conditions in • an execution only client. 1.1 This document is very important as it forms part of a accordance with Section 37 (Changes). The services which we will provide to you will depend legal contract (our Agreement ) and you must read and 1.5.5 These Terms and Conditions are supplied in upon your classification, as described in Section 5 ensure that you understand the contents. Please English and this Agreement shall be governed in (The services we will provide). ensure that you are in possession of all the constituent accordance with Irish law. We will communicate 2.3 The application of these Terms and Conditions to you documents forming our Agreement (as detailed in the in English with you for the purposes of this will also vary depending upon your client classification, Definitions section at the end of these Terms and Agreement and in respect of all services we and you should note carefully in these Conditions ) and inform us if any of these documents provide to you. Terms and Conditions where it is indicated that particular are missing. If there is any part of this document, or 1.5.6 Generally we will communicate with you using provisions apply only to particular categories of clients. any other document which you do not understand, the means by which you communicate with us, you should contact us accordingly. unless we regard there to be a more effective 3. Overseas residents 1.2 Words and phrases used in these Terms and means by which to communicate with you, Conditions shown in italics have, unless the having regard to your circumstances. 3.1 Our services may not be available in countries where context requires otherwise, their meanings set out 1.5.7 A reference to a statute or statutory provision is they are prohibited by local law. If you are in any in the Definitions section at the end of these Terms a reference to it as amended, extended or re- doubt, you are strongly advised to contact your legal and Conditions . For the purpose of these Terms enacted from time to time. adviser. We will not be responsible for the use of our and Conditions , references to “we”, “our”, services, and the consequences thereof, where this is 1.6 Regulatory Status: “Manager” or “us” refer to Investec Wealth & prohibited by local law. Investment and references to “you” or “your” refer 1.6.1 IW&I is: to the party or parties named on the front page of • authorised as an investment firm under the Client Agreement (if applicable), unless Regulation 11(1) or deemed authorised under 4. Investments in which we will otherwise stated. Regulation 6(2) of the European Communities transact (Markets in Financial Instruments) Regulations 1.3 The documents comprised in our Agreement shall in 4.1 The types of investments which we will transact and 2007 (as amended). the event of any conflict between the terms contained advise you upon will be those for which we are in any of them take priority over each other in reverse • registered as an insurance/reinsurance authorised by the Central Bank of Ireland (“CBI”) . order to how they are listed in the definition of intermediary under the European Communities Please note that in relation to investments in warrants, “Agreement ” in the Definitions section at the end of (Insurance Mediation) Regulations, 2005 (as options, securitized derivatives, futures, or contracts these Terms and Conditions (so, for example, in the amended). for differences, separate documentation (including case of conflict between these Terms and Conditions • a provider which produces appropriate risk warnings) must be completed, signed and the Commencement Letter, the latter will prevail). financial products and issues appointments to and returned to us before we can advise or deal on 1.4 Upon entering into this Agreement , and at any other intermediaries or an intermediary which may your behalf. time during which these Terms and Conditions are in issue appointments to other intermediaries. force, there will be documents and other information This can be verified by viewing the online Registers INVESTMENT MANAGEMENT AND we may reasonably require that we may ask you to maintained by the Central Bank of Ireland at provide or expect you to provide in order to provide www.centralbank.ie DEALING SERVICES services under this Agreement . This will include, but 1.7 Generally, the services provided by Investec Wealth & The services we will provide not be limited to Investment under this Agreement are provided pursuant 5.1 For discretionary clients : • providing us with prompt notification of changes to IW&I ’s Markets in Financial Instruments Directive 5.1.1 We will provide a personalised investment to any bank account or third party payment (MIFID) authorisation and accordingly are not subject to details previously instructed to us; management service to you on a discretionary the Consumer Protection Code (the “CPC”). However, basis as specified in your Client Agreement . • asking you to provide us with information where IW&I provides services and products including This means that we will manage your portfolio necessary for us to be able to assess your PRSAs, trackers, life assurance policies and insurance on your behalf, taking investment decisions on knowledge and experience in relation to intermediary services to you pursuant to this Agreement the basis of your specified investment particular products and services, and your that are subject to the CPC, IW&I must comply with the objectives and risk profile. We shall have full financial situation and investment objectives, so CPC. The CPC offers protection to consumers and it authority at our discretion and without prior as to enable us to recommend the investment may be found on the CBI’s website www.centralbank.ie. reference to you to enter into any kind of services and financial instruments that are None of the insurance undertakings which have transaction or arrangement for your account suitable for you; and appointed IW&I to act as an intermediary, holds, subject to the client agreement. • providing us with such information as we require directly or indirectly, more than 10% of the voting 5.2 For advisory investment managed clients : in order to comply with money laundering and rights of IW&I . Similarly, IW&I does not hold, directly or related legislation and regulations. indirectly, more than 10% of the voting rights of these 5.2.1 We will provide a personalised investment insurance undertakings. management service to you on an advisory basis 1.5 General information about IW&I : as specified in your Client Agreement . This 1.5.1 Investec Capital & Investments (Ireland) Limited means that you are responsible for all investment trading as Investec Wealth & Investment ( IW&I ) and 2. Client classification decisions, although we do make Investec is regulated by the Central Bank of Ireland, 2.1 In accordance with MiFID , we are required to assign recommendations on the basis of your specified PO Box 559, Dame Street, Dublin 2 and is a member you a particular classification. On the basis of the investment objectives and risk profile. We will of the Irish and the Stock information which you have provided to us, we will accept responsibility for the suitability of our Exchange. IW&I is registered in the Companies categorise you as a retail client , unless we have recommendations, and (to the extent that you Registration Office, Ireland under company number indicated otherwise that you will be categorised as a follow these recommendations) for the suitability 223158 and its registered office is at The Harcourt professional client . If we have categorised you as a of the portfolio as a whole. We cannot accept Building, Harcourt Street, Dublin 2. Investec Wealth & professional client , you will be subject to less this responsibility if our recommendations are not Investment is part of the Investec Group. extensive regulatory protection as indicated in followed and, we may, therefore reclassify you as VAT Number: 9950674K. Sections 5.5, 19 and 44 of these Terms and a dealing with advice client (see Section 5.3.1). Terms and Conditions for Investment Management & Dealing Services Investment Management

5.3 For dealing with advice clients : may need to make certain enquiries and obtain certain (f) the tax treatment of any investment is 5.3.1 We will provide a dealing with advice service to information from you for that purpose. You confirm determined by the specific you on an advisory basis. This means that only that all information you supply will be fulsome, circumstances of each client. Taxation when requested by you, we will offer advice and accurate and that we may pass on such information, may change during the lifetime of an recommendations on individual stocks on the as we consider necessary to comply with any legal or investment . This may result in basis of your specified investment and risk regulatory obligations to which we are subject. unanticipated tax liabilities. You should profile, but we will not manage your portfolio as 5.9 Please note that: take tax advice in order to be aware of the potential liabilities before making an a whole. (a) we will not advise you about the merits of a investment . If your circumstances 5.4 For execution only clients : particular transaction if we reasonably believe change or you are uncertain of how an that, when you give the order for that 5.4.1 We will provide an execution only service to you. investment might affect your own tax transaction, you are not expecting such advice We may also provide such other services as are position you should seek professional and are dealing on an execution-only basis. agreed between us. As an execution only client, tax advice you are responsible for ensuring that all Unless we agree to the contrary in writing, we 6.2.2 Assessing the relative risk of any of the factors investment decisions undertaken are suited to will not be responsible for providing ongoing referred to in section 6.2.1 is highly subjective meet your investment objectives, financial portfolio management services for stocks and can change over time in response to position and attitude to risk and we will take no acquired on an execution-only basis. specific events or revised social or economic responsibility for making such assessment. When (b) we will not be obliged to provide to you forecasts. It is not possible to lay down precise you request us to carry out an execution only announcements, notifications in relation to guidelines for the measurement of risk or the trade in a non-complex instrument (as defined in AGMs or other market information on any potential impact, whether positive or negative, MiFID and for example shares and bonds traded investment other than in respect of non- upon an investment portfolio. on regulated markets), we are not required to mandatory corporate actions for non- assess the suitability of the instrument or service discretionary clients with stock in our custody. 6.2.3 We will endeavour to understand the level of risk which you are prepared to take. You should be provided to you. As a result you will not benefit (c) the markets that we are prepared to deal on aware that by selecting one of the levels of risk from the protection contained in MiFID on may be limited by our ability to settle or hold in your Client Agreement , you will have agreed assessing suitability and therefore we will not investments in certain jurisdictions. assess whether the products or services meet to accept that level of risk for your portfolio. If (d) where we act as an insurance intermediary, we your investment objectives, risk appetite and we effect transactions on your behalf/make may provide our services on either a fair market ability to bear financial loss or whether we believe recommendations to you, we are entitled to deal analysis or a limited market analysis, depending you have the appropriate knowledge and on this basis unless and until such time that you on the product or service in question. Fair market experience to assess the risks involved. have notified us to the contrary in writing and analysis means we will provide the service or this has been accepted by us. 5.5 For all discretionary clients, advisory investment product based on a review of the offerings of a 6.2.4 Our policy on risk classification is detailed in the managed clients and dealing with advice clients : large number of providers of the product in current “Managing Your Investments” 5.5.1 Our Client Agreement invites you to state your question in the market. Limited market analysis document. investment objectives and any restrictions you means we will do so based on a limited number wish to impose.If you wish to vary your of providers only. We will disclose the basis 6.2.5 Please note that we regard the risk profile as a investment objectives or those restrictions at applicable in the particular case. guide to the composition of an overall any time you should contact us immediately investment portfolio. Individual constituents and we will use reasonable endeavours to may have a greater or lesser degree of risk than confirm any variation to you in writing. We shall 6. Classification of investment the overall portfolio. also conduct a fact finding exercise with you to objective and risk IMPORTANT NOTICE: ensure that we have accurate information about (this section is not applicable for execution only clients) We provide you with investment advice in good faith based your financial circumstances. You should be 6.1 Investment Objectives: on information that is available to us at the relevant time. We aware that if you do not complete our Financial 6.1.1 On our Client Agreement , you are asked to do not give assurances that the investments we make will be Questionnaire in its entirety, this may affect the profitable or perform as expected and you should be aware quality of service, which we can provide. If the specify which of the following you regard to be the most important aspect of your investment returns: that the value of investments may fall as well as rise for circumstances disclosed in the fact find or numerous reasons including market conditions existing at elsewhere (such as any meetings we may have • Income the time. We take no responsibility for the poor performance with you) should change, it is your responsibility • Growth or profitability of any investment recommended by us. Please to notify us immediately of such change. • A balance between Income and Capital note that your capital may be at risk and that you may not However where we are aware that the Growth receive back the amount of your original investment. information you have provided us with is 6.2 Investment Risk and Risk Profiles: manifestly out of date, inaccurate or incomplete you may be asked to provide further information 6.2.1 investing in the type of securities traded on 7. Trust/Company/Pension we require and where that information is not stock exchanges will mean that the value of the Fund/Partnership: Special provided we may refuse to act for you. Please assets, and the income received from them, note that this section may not apply if you are may go down as well as up and you may not provisions classified as a professional client (see Section get back all the money invested. There are six 7.1 Where this Agreement is addressed to a trust/ 2 (Client classification)). main reasons why this might happen: company/pension fund/partnership, you warrant and 5.6 For insurance mediation clients: (a) the actual or perceived financial standing undertake that: and trading well-being of the 5.6.1 We will provide an insurance mediation service (a) each Trustee/Director/Pension Fund organisation involved may change. to you on an advisory basis as specified to you Trustee/Partner is authorised to enter into this in your Client Agreement but only when (b) the investments themselves are subject Agreement , to issue instructions individually to specifically required by you. This means that to the laws of supply and demand and us and has the unencumbered power to invest you are responsible for all decisions, including in are capable of significant price Trust/Company/Pension Fund/Partnership relation to insurance policies, although we do movements irrespective of market and assets. make recommendations on the basis of your corporate factors. Such movements (b) any restrictions on the authority referred to in specified insurance objectives. We will accept could be a reflection of the company Section 7.1(a) above of each Trustee/Director/ responsibility for the suitability of our size, marketability and liquidity. Officer/Pension Fund Trustee/Partner has been recommendation. We cannot accept this (c) the stock market itself is capable of fully disclosed to us in accordance with the responsibility if our recommendations are not large movements due to economic, terms of this Agreement . followed. We will not be advising or managing political and other factors. (c) the Trustees/Directors/Officers/Pension Fund your insurance cover more generally. (d) fixed interest investments are subject to Trustees/Partners have the absolute power to 5.7 If you do not use our nominee services, we may not the above factors and values are appoint us, to delegate investment decisions be able to deal for you on any instruction to sell until particularly affected by actual or and to appoint any third party listed in the we have received your share certificate and CREST expected changes in levels of interest Client Agreement to act as an agent for the Transfer Form(s) and these have been dematerialised rates. If they are purchased above their Trust/Company/Pension Fund/Partnership, as into CREST for crediting to your account. This ultimate redemption price, a capital loss detailed in Section 29 (Giving instructions) of process may take some time and we will not be in a will be incurred if held to redemption. this Agreement . position to execute an order on your behalf until we (e) Investments may be denominated in a (d) there are no restrictions relating to the have confirmation that the shares have settled in currency other than your base reference investment of Trust/Company/Pension CREST. If we hold a validly signed Client Agreement currency. Where an investment is Fund/Partnership assets other than those set for you, we reserve the right to dematerialise all stock denominated in a different currency you out in the Client Agreement . into our nominee company before execution of are exposed to fluctuations in the (e) the Trustees/Directors/Officers/Pension Fund transactions. exchange rate of that currency as well as Trustees/Partners certify that having taken 5.8 We have certain responsibilities under various money to the movement in the price of the independent legal advice that all relevant laundering legislation and rules, know your client investment itself. Changes in the Trust/Company/Pension Fund/Partnership requirements and taxation treaties in and outside the exchange rate can cause the overall value Agreement provisions have been disclosed and Republic of Ireland to verify the identity of clients and of an investment to fall as well as to rise. 2 Terms and Conditions for Investment Management & Dealing Services Investment Management

supplied to us and that such documents are 9.7 If you are carrying out your business using an 10.2 Receipt of Client Funds: The bank accounts we use true and accurate and that there are no other intermediary or your account was opened as a result of for the receipt of client funds (via electronic funds Trust/Company/Pension Fund/Partnership an introduction by an intermediary, we may pay a transfers and cheques) are pooled accounts which Agreement provisions or documents regulating portion of the commission earned on your transactions are designated as Client Asset accounts. the investment of assets. or a portion of the management fee earned on your Exchange Rate Policy: where we hold client money in (f) the Trust/Company/Pension Fund/Partnership portfolio to the intermediary. We will give you details of a pooled client asset account on your behalf, we will will inform us immediately in writing of any any commission or fee we share with the intermediary endeavor to hold it in the same currency as your cash. change in any of the information supplied to us on request. Where we introduce you to another provider, However, where this is not practical, we will ensure an in accordance with this section or otherwise in we may receive a portion of the commission (spread or equivalent amount of cash, based on the prevailing accordance with the terms of this Agreement funding) paid by you to the provider in connection with exchange rate, is placed in one of our pooled client together with documentary evidence of such your account. We may from time to time receive a fee or asset bank accounts each day on your behalf. In the change. commission from the issuer of new securities, or from event of the insolvency of IW&I , the amount of money some other party in connection with an investment that 7.2 Where this Agreement is addressed to a trust, you held in the pooled client asset account on your behalf you make. We may share fees and commissions with warrant and undertake that you will be exclusively may differ to the value of your cash, when valued at the provider of certain products or Financial Instruments. responsible for compliance with any relevant trustee the prevailing exchange rate at a later date. Full details of all fees and commissions including those law and, applicable law dictates, will provide us with 10.3 If you have any specific instructions in relation to our received from, or paid to a third party and charged on an alternative appropriate policy statement. If you are chosen third parties please inform us in writing, account, are available on request. Otherwise, IW&I shall a discretionary client, advisory investment otherwise we will assume you authorise us to place be under no obligation to inform you of fees and managed client or dealing with advice client the your funds with any third party which meet our commissions earned or received by IW&I (or other appropriate Client Agreement incorporates an internal risk assessment without advance notice or entities within the Investec Group) from third parties in investment policy statement which is acceptable to requiring consent from you. Section 29 (Giving connection with transactions in which it may engage on us. If you do not wish to utilise this investment policy Instructions) contains additional applicable terms in your behalf whether advised by IW&I or otherwise. statement, you should provide us with an investment respect of instructions received by us. 9.8 We reserve the right to re-denominate the currency of policy statement. Please note that any investment 10.4 For the avoidance of doubt, where you are engaged in your portfolio into any other currency, if required to do policy statement so provided by the Trustees will only a financial contract, such as a so by law. become binding on us once we have given our or other derivative contract, such that you are required written acceptance of the investment policy to provide monies on margin, i.e. to secure your statement to the Trustees without qualification or 10. Your assets obligations under the financial contract in question, amendment. such monies are not held in accordance with the 10.1 We treat cash and investments we hold on your behalf Client Asset Regulations. In circumstances where you in accordance with the Client Asset Regulations (SI No are entitled to a refund of any such monies, the 8. Dealing in Investec plc and 104 of 2015) (“the Regulations”), issued pursuant to repayment of those monies is dependent on the ability Section 48 of the Central Bank (Supervision and associated company shares of the relevant counterparty to repay. Money received Enforcement) Act 2013 which govern the safeguarding by us for investment in an activity that is not a 8.1 Transactions may be carried out and advice may be of Client Assets .The Regulations specify the measures regulated financial service (i.e. an investment that is provided on group or associated company shares on IW&I must take in order to protect Client Assets . not a client financial instrument or investment your behalf. There are appropriate controls and These measures include: procedures in place to manage any conflicts of instrument ) will not be treated in accordance with the • Segregation - we physically hold or arrange for Client Asset Regulations and such investments will not interest (please see our conflicts of interest policy set your assets to be held separately from our own out in Annex 1 of these terms). However such be covered under the Investor Compensation assets and maintain accounting segregation Scheme. transactions and advice will only be provided or given between our own assets and your assets. in accordance with general law or regulatory rules. Custody of your investments • Designation and Registration - all Client Assets 10.5 For all clients who use our nominee services: are clearly identified as such in our own records 9. Our charges and in the records of third parties. These assets 10.5.1 Investments held by us for you will, where possible (in the case of most Irish and UK 9.1 Our charges to you will be those published and in are identifiable and separate from our own assets. securities), be registered in the name of our effect at the time the charges are incurred. The nominee company. The title to your • Risk Management - We have adequate systems, charges for our services in force at any time are investments will be registered or recorded in controls and processes in place to ensure that shown in our most recent Schedule of Commission the name of our nominee company whereby we mitigate any risks to your assets. and Charges and these are subject to revision from at all times you will retain beneficial time to time. • Client Asset Examination: We engage an external ownership. You may instruct us in writing to 9.2 In addition to our charges you will be responsible for auditor to report on an annual basis on our register, record or hold your investments in payment of any taxes, duties, charges, or expenses safeguarding of Client Assets on our behalf . the name of some other person (which must incurred by us or levied on us by any Investment • Reconciliation – we regularly reconcile our not be us or an affiliate of ours) whom you Exchange or other third party (including, without internal records with the records of any third specify. However, if you do so instruct us, limitation, any buying-in charges or settlement party who hold Client Assets . the consequences of registration, recording fines).We will levy a separate charge where your • Daily calculation: we ensure that at the close of or holding of investments carried out in Investments are transferred out of our nominee business the aggregate balance on our client accordance with your instructions are entirely company on termination of our Agreement with you asset bank accounts equals the amount that we at your own risk. (or otherwise) in accordance with Section 39 should be holding. 10.5.2 Our nominee company is a wholly-owned (Termination) of these Terms and Conditions . • Client Disclosure – we will provide you with clear subsidiary of IW&I. We accept responsibility 9.3 Under normal circumstances when settlement for and up-to-date information as to how and where for the acts of our nominee company to the overseas transactions is undertaken and currency the Client Assets are held and any associated same extent as for our own acts, including, transactions are required, or where an amount on your risks. for the avoidance of doubt, losses arising account in one currency is converted to an equivalent from fraud or negligence. Holdings may be in Your money amount in another currency, we will apply a foreign certificated or other physical form or held in exchange rate at the time of the transaction. The rate Money we hold on your behalf may be held in a dematerialised form within the CREST will be based on the market rate available to IW&I individually designated deposit accounts with credit settlement system on a segregated basis. If adjusted to include a spread to cover the costs and institutions chosen by us or is otherwise held in you lodge certain securities in certificated risk to IW&I in providing this service as set out in the separate bank accounts from IW&I ’s own money and format for sale, we will first have to register Schedule of Commissions and Charges. may be held on a pooled basis (i.e. held in an account the securities with CREST or a relevant third containing the assets of more than one client). We 9.4 If we have agreed an annual charge or fee with you, it party. In the event that an asset registered in may place your money with an institution that is a will be shown as a separate item on your account and the name of our nominee company can only member of the Investec Group. is calculated periodically, as stated in our Schedule of be held in physical/certificated format, we Commissions and Charges. Invoices will normally only Full details of the institutions with whom we may place hold the certificate in a fire-proof safe in our be issued on request, if agreed between us. The your funds and which meet our internal risk premises. amount of any commissions will normally be shown assessment criteria can be viewed on our website: 10.5.3 Dividends and interest will be paid to your on the relevant contract note or confirmation. www.investecwealthandinvestment.ie/clientassets. account in the currency in which they are 9.5 If we have not agreed an annual charge or fee with We have received written confirmation from the credit received by us where possible or otherwise you, our charges payable by you pursuant to this institutions with which we hold client money that these converted to Euro at the prevailing exchange section will be due by the date and payable in the Client Asset accounts are legally segregated from each rate on the day. A Consolidated Tax Voucher manner stated on the contract note, invoice or other other and from any firm accounts that IW&I may hold (CTV) is available upon request to assist you notification issued to you in respect of each with the credit institution. Furthermore the credit in preparing your tax returns. transaction undertaken. institutions have confirmed to us in writing that money 10.5.4 Where it is not possible to use our own they hold for clients of IW&I is not this firm’s money but 9.6 Any charges or other amounts due to us may be nominee company (for example with non-Irish has been placed with them by IW&I as trustee for our deducted from your portfolio or, at our discretion, shall and non-UK securities), your investments may clients, cannot be subject to a claim in respect of be payable by you in accordance with any relevant be registered, recorded or held in an account money owed by us or combined with any account held contract note or advice. on your behalf in the name of one or more by us and is held in accordance with the Regulations. custodians or their nominees. However such 3 Terms and Conditions for Investment Management & Dealing Services Investment Management

investments will not be held with any third party assume you authorise us to place your 10.10 The arrangements for the giving and receiving of in another country which does not regulate the assets with any third party which meet our instructions by you, or on your behalf in respect of our safekeeping of financial instruments unless the internal risk assessment without advance safekeeping services will be carried out in accordance nature of the investment requires it and you notice or requiring consent from you. If we with the arrangements detailed in these Terms and have instructed us to do so. We will advise you are in a position to act on your instruction Conditions. Should you wish to impose any limitation where this is the case. we accept no liability in the event of default in respect of these arrangements, you must inform us 10.5.5 By acknowledging these terms you by the third party chosen by you. We will in writing. We will endeavor to act on your instruction, consent to IW&I depositing investments inform you if a third party you have selected however we are under no obligation to do so. with a third party in a third country (i.e. a is not one of our chosen third parties and 10.10.1 By accepting these terms you country that is not a member state of the does meet our internal risk assessment. We acknowledge consent to the EU or the EEA) that does not regulate the are under no obligation to act on your arrangements detailed in these Terms and holding and safekeeping of investments, request to transfer assets to a third party Conditions for the giving and receiving of on your instruction. that does not meet our internal risk instructions in respect of safekeeping assessment, Such investments will be held on a pooled services which we provide. basis, but may be held on a designated basis 10.7.3 By accepting these Terms you 10.11 We keep appropriate records to make sure that we if dictated by overseas jurisdictions. acknowledge consent to IW&I depositing can easily identify the quantity of investments and the Furthermore, such holdings will be registered assets with a third party that does not amount of money that we hold for you. We keep in the name of the company, and not that of meet our internal risk assessment, where these records in accordance with regulatory our nominee company. We do not accept you have instructed us to do so. requirements. We will confirm all investments and responsibility for safe custody obligations or 10.8 Pooling: We may hold assets on your behalf in a cash held by IW&I on your behalf to you in an annual liability in the event of their default or in the pooled account, i.e. an account containing the assets statement. event of their insolvency, and in either case of more than one client. In accordance with the Client 10.12 IW&I , and where relevant its nominee company or this may lead to the loss of your investments. Asset Regulations, such pooled accounts are companies, shall have at all times a general lien on all 10.5.6 Please note that any bearer investments may designated as Client Asset accounts and are your financial instruments and other property in their not be held in our safe custody, but by a segregated on an accounting basis from other clients’ possession, custody or control enabling them to retain third party. Such third party will be a assets. We have received written confirmation from such securities and other property as security for the custodian in accordance with the the relevant credit institutions and custodians that payment of all amounts due from you to IW&I on any Regulations. We and our nominee company pooled accounts contain Client Assets . We reconcile account. pooled accounts to our own records on a regular do not accept responsibility, in the absence We may place your assets with third parties that may basis in accordance with the Client Asset Regulations. of our own fraud, negligence or wilful default, have a security interest or lien over, or right of set-off for the safe custody obligations of any third Warning: in relation to those assets until all settlement party, but prudence will be exercised in the These is a risk in the event of an insolvency of the obligations have been fulfilled. This means, a selection of such agents. relevant credit institutions and/or custodians, that custodian may have a lien over an asset you have 10.5.7 Some companies provide benefits to the designation of the pooled accounts as client purchased until it receives payment from IWI&I of the shareholders relating to the nature of their assets may be challenged by a liquidator of the amount due. This payment should occur on the business. These benefits will not be available credit institution and/or custodians, thereby intended settlement date. This lien may arise whether to you if your investments are registered in preventing or delaying our ability to control your or not you have fulfilled your settlement obligation the name of our nominee company. Should assets. to IWI&I. you wish to receive these benefits, we may 10.8.1 By accepting these Terms you 10.12.1 By acknowledging these Terms, you be able to furnish you with a letter confirming acknowledge that you consent to us consent to the granting to any third party, your nominee holding, but we would holding your assets in a pooled account. a lien, security interest and/or right of set- recommend that if you are holding shares 10.9 Client Assets Held Outside the State (being off over assets we hold on your behalf. purely for the benefit of the concession they Ireland) or the EEA. We may hold Client Asset should be registered in your own name. accounts outside the State or the EEA. Where we 11. Interest 10.5.8 To avoid undue administration, where we are hold client assets outside the State or EEA, the title 11.1 Positive Interest unable to pay interest, dividends or income of any account in which Client Assets are held Interest is only paid to clients on individually to you by bank account transfer and are distinguishes the account from any account designated Client Asset deposit accounts opened with required to do so by cheque we will not be containing assets of IW&I . The Client Assets will be a credit institution. Where interest is paid it is required to do so where the amount payable subject to the law of a jurisdiction other than the calculated from the date we place money on deposit to you is less than €2. State or the EEA. The legal and regulatory regime up to the date of withdrawal. The rate of interest paid 10.6 Sections 10.7 to 10.12 are applicable to both your applying to any eligible credit institution, central on client asset deposits will vary from time-to-time money and investments held with IW&I . bank, qualifying money market fund, relevant party or and between credit institutions with whom we place eligible custodian, with whom your assets are held, 10.7 Internal Risk Assessment of Third Parties . We are your money. We are under no obligation to notify you may be different to that of the State or the EEA and careful in our choice of custodians and credit of any changes in the applicable interest rates. The your rights relating to your assets may differ institutions, and monitor their performance on an deposit taking institution may pay us commission accordingly. We will exercise all skill, care and due ongoing basis. However, we do not accept liability for which we will retain for our own benefit. any acts or omissions of those custodians or credit diligence in the selection and appointment of any 11.2 Interest is not paid on monies held in pooled Client institutions, or for their default. entity with whom we hold Client Assets . In the event of a default of such an institution those assets may Asset accounts. Interest earned on client funds held in Warning: be treated differently from the position which would pooled accounts is retained by IW&I for our own benefit. In the event that a custodian or credit institution apply if the assets were held in the State or EEA. If By accepting these Terms you acknowledge that becomes insolvent, you may not receive back all or you have any concerns about the implications of you consent to IW&I retaining interest earned on any of the assets that the custodian or credit passing your Client Assets outside of the State or your funds for our own benefit. institution holds on your behalf. EEA, we recommend that you seek independent 11.3 Negative Interest Your money may be covered by the relevant deposit legal advice. In the event of negative interest rates being applied by guarantee scheme applicable to the Credit institution Warning a credit institution with whom IW&I holds client funds, where your money is held, subject to the maximum In some cases your investments may need to be held IW&I will pass on the negative interest rate incurred to amount covered under the scheme. In the event of in the name of a third party in an overseas jurisdiction, you and this applies to funds held in both pooled our insolvency, details regarding compensation that and this may mean your investments are pooled with Client Asset accounts and individually designated may be available to you are detailed in Section 19 those of other investors. Pooling your investments Client Asset deposit accounts. If negative interest (Client Protection). with those of other investors means that your applies to Client Asset accounts, IW&I will deduct 10.7.1 Full details of the third parties with whom we individual entitlement may not be identifiable by negative interest in full and on time. Any amount of place client assets is available on our website: separate certificates, physical documents or entries on interest that becomes due by you to IW&I is called a www.investecwealthandinvestment.ie/clienta the register. In the event of a default of the custodian “Negative Interest Amount”. ssets. Should the list of third parties with resulting in an irreconcilable shortfall, you may not The negative interest rates applied to Client Asset whom we place client assets change the receive your full entitlement and may share in that accounts may vary from time-to-time and between above webpage will be updated. shortfall pro rata. Where it is not possible under the credit institutions with whom we place your money Our Client Asset Key Information Document law of jurisdiction in which investments are held with a and we are under no obligation to notify you of any (CAKID) is a document which provides third party to be held in a manner in which they can changes in the applicable interest rate. information on how and where your assets be separately identifiable from the assets belonging to For so long as the negative interest applies to Client are held and the resulting risks thereof. the third party or IW&I , we shall inform you in writing Asset accounts where we hold your funds, IW&I will This document forms part of our account of this fact and provide you with a warning of the risks deduct a Negative Interest Amount on a monthly basis. opening documentation and it can also be arising. Negative interest on the credit balance on Client Asset viewed on our website: www.investecwealth 10.9.1 By accepting these Terms you accounts will be calculated by the relevant credit andinvestment.ie/clientassets. acknowledge that you consent to us institution each day based on the cleared balance on 10.7.2 If you have any specific instructions in holding your assets outside the State or the Client Asset accounts using the applicable relation to our chosen third parties please EEA negative interest rate. Interest may be calculated or inform us in writing, otherwise we will 4 Terms and Conditions for Investment Management & Dealing Services Investment Management

charged by the relevant credit institution and applied amount in the foreign currency received by us (when documentation in line with US regulations. We will by IW&I at such other intervals as the relevant credit converted into the currency used in the Republic of endeavour to collect income and sale proceeds under institution or IW&I may decide. Ireland at the relevant rate of exchange on the relevant the appropriate reduced rate of withholding tax. In the You permit IW&I to deduct any Negative Interest date) fall short of the amount due under this event that appropriate client documentation is not Amount due by IW&I to the relevant credit institution in Agreement , you will, as a separate and independent provided as and when required, we may sell stock respect of your funds held in Client Asset accounts, obligation, indemnify us and hold us harmless against within one month of purchase. from funds available in your IW&I account. For so long the amount of such shortfall. as negative interest applies to Client Asset accounts 14.2 Income from foreign securities may be subject to 18. Unsolicited calls where we hold your funds, you agree to keep taxation in the country of origin. This taxation will not sufficient funds available in your IW&I account to pay be recovered by us even if you are in a position to 18.1 It is envisaged that we may wish from time to time to each Negative Interest Amount in full and on time. recover tax from the local tax authorities. Overseas visit or telephone you to discuss investments without IW&I may prevent withdrawals from an account where residents not subject to tax will only receive gross your express invitation. Please indicate in the relevant we reasonably anticipate that a withdrawal will cause payments if all the necessary documents have been part of the Client Agreement whether this is a breach of this sub-clause. supplied by you and lodged with us. We cannot acceptable to you. However, we will not make unsolicited calls to you before 9.00 am or after 9.00 If there are insufficient funds available in your IW&I guarantee the payment or repayment to you of any pm Monday to Saturday (excluding bank holidays and account to pay in full a Negative Interest Amount Taxes which may be applicable or deducted with public holidays), unless otherwise agreed with you. applied (the amount of such shortfall being the respect to your Investments or transactions. “Shortfall Amount”), you agree to pay the Shortfall Amount within three business days of the due date for 15. Portfolio valuations 19. Client Protection payment of the corresponding Negative Interest Amount (or on IW&I ’s demand). 15.1 In the case of discretionary and advisory 19.1 We are covered by the Investor Compensation investment managed clients only, we will send Scheme. You may be entitled to compensation from you a valuation on a quarterly basis unless otherwise the scheme if we cannot meet our obligations. This 12. Settlement of transactions agreed with your investment manager. The valuation depends on the type of business and the circumstances of your claim. 12.1 All payments made by you should be made by incorporates a schedule setting out the various settlement date in the currency set out on your transactions which we have entered into on your Under the terms of S.38 (1) of the Investor contract note, unless you have advised us behalf. Compensation Act we hereby notify you: otherwise. All payments to be made by you shall be 15.2 In the case of dealing with advice clients and (a) that the Investor Compensation Act, 1988 made in the currency of the obligation in execution only clients , we will, if agreed specifically provides for the establishment of a compensation immediately available funds on the due date with you, send a valuation which can include on scheme and the payment in certain (advised to you in accordance with this section) request a schedule setting out the various circumstances, of compensation to certain without set-off or counter claim and free from and transactions which you have carried out in the clients (known as eligible investors) of authorised without deduction of any taxes, levies, withholdings period, subject to an agreed fee. investment firms, as defined in that Act; or any other deductions of any nature. You will not 15.3 In all cases, each valuation will comprise the number (b) that we are a member of that compensation withdraw any investments or money from your of units of each investment held in the portfolio, the scheme; portfolio or grant any charge, lien or encumbrance aggregate of their initial costs (when known) and the (c) that compensation may be payable where over them if such money or investments are to be aggregate of their value as at the date of the valuation. money or investment instruments owed or delivered or paid in settlement of any transaction 15.4 Securities will be valued at the close of business on belonging to clients and held, or in the case of and, in any event, will not do so without prior written the valuation date. If the valuation date falls on a non- investment instruments, administered or notification to us. Business Day , prices quoted will be those as at the managed bv the firm, cannot be returned to 12.2 You will be responsible for ensuring that all money due close of business on the last Business Day before the those clients for the time being and there is no to us is paid and all documents are delivered to us in valuation date. Irish and UK quoted securities are reasonably foreseeable opportunity of the firm good order so as to permit timely settlement of any valued at the mid-market price quoted on the Irish being able to do so; transaction effected with you or on your behalf. The Stock Exchange or the . (d) that a right to compensations will arise only; due date for settlement will be stated on the contract Overseas securities are valued at the mid- market (i) if the client is an eligible investor as note, invoice or other notification, which will also show price or last traded price available to us on the defined in the Act; our charges for the transaction, which will be due for relevant Stock Exchange. Unit Trusts, unlisted payment on that date of settlement. securities and other non-market traded instruments (ii) if it transpires that the firm is not in a 12.3 We reserve the right to use amounts owed to you in a are valued at the middle of the prices prevailing on the position to return client money or particular currency or currencies to settle amounts valuation date. investment instruments owed to or belonging to clients of the firm; and owed by you in another currency or currencies. This 15.5 Please be aware that there are some securities will be done by selling a sufficient amount or all of which may be shown in your portfolio at an indicative (iii) to the extent that the client’s loss is amounts owed to you in a particular currency or price. These securities will tend to be very illiquid recognized for the purposes of the Act; currencies to purchase an equivalent amount to settle securities for which there is either no market or the (iv) that where an entitlement to fully or to the extent possible the amounts owed by market is very limited. compensation is established, the you in another currency or currencies. 15.6 Additionally, valuations may contain holdings at a nil compensation payable will be a lesser 12.4 Cheques should be made payable to price – these will typically be unquoted securities for of: Investec Capital & Investments (Ireland) Limited and which we are unable to obtain a price. (a) 90 per cent of the amount of the sent with any documents for settlement to the 15.7 As part of our services to you, we may provide client’s loss which is recognised for following address: ‘internal’ valuations to assist you. Please note the purposes of the Investor Investec Wealth & Investment, The Harcourt Building, however that such valuations are working documents Compensation Act, 1998; or Harcourt Street, Dublin 2, Ireland. If you wish to remit only and are designed primarily to assist us in (b) Compensation of up to EUR20,000 proceeds for settlement direct to our bank account, administering your portfolio. They should be Further details are available at www.investorcompensation.ie. these details are available on the Schedule of considered as indicative only. Commission and Charges and on your contract note. 15.8 We shall not be liable for any loss of opportunity or 20. Rights issues, takeovers, scrip reduction in the value of your portfolio due to market 13. Borrowing money for you fluctuations or incorrect valuations as referred to in dividends and other entitlements this Section 15. 13.1 We will not, without your prior consent, commit you to 20.1 In relation to investments held in the name of our any borrowings or enter into transactions on your nominee company only: behalf which we know will result in you having to 16. Benchmarking 20.1.1 For discretionary clients : borrow (save for the circumstances listed in Section 16.1 The purpose of a benchmark is to provide clients with we will proceed with any one of the following 21 (Rights issues, takeovers, scrip dividends and a reference point for their portfolio. It is not a guarantee without prior reference to you and in such other entitlements)). We may, however, be able to that your portfolio will perform in line with the selected manner as we determine: arrange loan facilities where appropriate, for which benchmarks or necessarily follow its distribution. The (i) exercise any conversion, subscription or voting details and the relevant Agreement can be obtained benchmarks are designed only to assist you to assess rights (only when required to do so) regarding from us and in the event such borrowing does occur the performance of your portfolio. It does not mean your holdings; we will provide you the relevant Agreement for your that your portfolio will be based on the investments review and signing. Please note that such facilities (ii) proceed in takeover situations, other offers or which make up the indices within the benchmark or may be extended by one of our associated companies capital reorganizations concerning your holdings; will necessarily follow their asset allocation or or another party on our behalf, and we may receive (iii) take dividends in cash, unless otherwise performance. remuneration from such party or parties for arranging instructed by you. this for you. Note that we reserve the right to act, or to refrain from 17. United States (US) withholding tax acting on investments which were purchased by you 14. Foreign currency & securities regime on an execution only basis and we will endeavour to contact you accordingly for your decision. 14.1 If there is any payment obligation owed by you under 17.1 Holders of US Assets: this Agreement in a foreign currency then should any You will provide us with appropriate client

5 Terms and Conditions for Investment Management & Dealing Services Investment Management

20.1.2 For all other clients: (f) payments payable to us pursuant to any 23. Short positions we will endeavour to obtain your written indemnity given by you whether pursuant to the 23.1 A short position is one where you contract to sell instructions before proceeding with any one of terms of this Agreement or otherwise; and investments which you either do not own, do not the following: (g) any necessary taxation, rights, claims or have authority to sell or you cannot deliver to the deductions. (i) taking dividends in cash on your behalf; market on a timely basis. We will not sell investments (ii) exercising any conversion, subscription or 21.2 If the liabilities to be set off are expressed in different on your behalf if we reasonably believe that a sale may voting rights (only when required to do so) currencies, we may convert either liability at a market result in you having a short position, and you should regarding your holdings; rate of exchange for the purpose of set-off. Any not knowingly instruct us to do so. We reserve the exercise by us of its rights under this clause shall not (iii) proceed in takeover situations, other offers or right to buy stock to cover any obligation arising from limit or affect any other rights or remedies available to capital reorganizations concerning your a short position without any prior reference to you, it under this agreement or otherwise. holdings. and you agree that we may recover from you any 21.3 In this section references to “we” or “us” include expenses incurred by us from doing so. We reserve the right to act or refrain from acting on references to the Investec Group. You agree that any your behalf in relation to corporate actions in such obligations or liabilities owed to the Investec Group manner as we may determine. and accepted by you or arising in relation to 24. Conflicts of interest 20.2 For all clients, where investments are held by our transactions executed by us under this Agreement 24.1 Please refer to our conflicts of interest policy nominee company , we will not be responsible for shall be enforceable by us on its behalf subject to the contained within Annex 1 of these terms for full details passing to you information received from companies Client Asset Regulations. of our policy on potential conflicts. or their registrars relating to voting, shareholder benefits or corporate actions. Any such instructions must be received by our nominee company within a 22. Power to sell or close out 25. Advice and research reasonable period, but not less than four Business 22.1 If, at any time, we have any reason to believe that you 25.1 Any market information , advice and research Days prior to the date of the meeting to which the may be unable or unwilling to meet any liabilities which supplied is prepared from sources which are believed vote applies. you have incurred to us or which we may have incurred to be reliable and is provided only for your personal 20.3 Where investments are held in our nominee company on your behalf or to comply with any other obligations use. We are, however, unable to check the accuracy on a pooled basis, corporate activity may result in under this Agreement , including any of those matters of all information supplied to or obtained by us and fractions of shares or units being issued. These detailed in Section 39 (Termination), we shall be entitled accordingly cannot accept liability for any direct or fractions will be sold as soon as practicable, and the (and are irrevocably authorised by you) to take all or any consequential loss arising from the use of our advice proceeds (after dealing costs) will be retained by us, of the following actions having given at least four and research. You may not copy, distribute, or unless the individual entitlement exceeds €10, in Business Days prior oral or written notice to you: redistribute market information or sell, resell, which case it will be distributed to you. (a) sell investments bought on your behalf but for retransmit or otherwise make market information or 20.4 In respect of investments which we are holding on which you have not paid on or before the advice available to third parties and we will not be your behalf in safe custody which are registered in relevant settlement day; liable for any loss caused by the misuse of market your own name (not in our nominee company ), we (b) close open sold positions (by buying-in information or advice. We may already have positions shall not be responsible for taking action for any investments or otherwise) in the event that the in, or options on, the investments mentioned therein corporate action. relevant securities have not been delivered by or may buy, sell or offer to buy or sell such 20.5 Instructions to us may be given by telephone, in you on or before the relevant settlement day; investments from time to time. writing or by fax, but we reserve the right to accept (c) sell any securities held or registered by us or in responsibility for acting only upon those instructions our nominee company or another custodian to 26. Market abuse received by us in writing. our order or acquired on your behalf; and 26.1 You agree that you will not, by deliberate or negligent 20.6 You should be aware that in certain circumstances, (d) close open forward foreign exchange contracts act or omission, commit market abuse. This means we may not be able to act in conversions in your (but not necessarily sell off the position) ; and distorting, misleading or taking unfair advantage of the best interests or in accordance with your (e) take any other steps (whether or not similar to market by use of private information. Market abuse is preferences. This will always be due to factors the above) we may consider to be necessary to an offence. outside our control. Typically, company registrars meet any obligations which you have to comply may treat our nominee company as being one with under this Agreement or otherwise to holding and therefore offer us one conversion option 27. Aggregation and execution of orders protect our position including those referred to across all client accounts. in section 21 (Right to Retain your Funds). 27.1 Unless we accept specific instructions from you 22.2 If, after any of the actions specified above have been otherwise in relation to a particular order, we may 21. Right to retain your funds taken, there is a positive balance in your favour we shall aggregate your order with our own orders, orders of associated companies and persons connected with 21.1 We shall be entitled at any time and without notice to (after withholding such amount as we in our absolute us and orders of other clients without further reference retain or make deductions from, or set-off amounts or discretion consider appropriate in respect of future or authority from you. By aggregating your order with credit balances which we owe to you be they present, liabilities (which will be disclosed to you)) either hold on those of other clients we must reasonably believe that future, contingent liquidated, unliquidated and account or pay to you such balance as soon as this is in the overall best interests of our clients and it regardless of currency, (including, without limitation, reasonably practicable and supply you with a statement. is unlikely such aggregation will work to the the proceeds of sale or closing-out transaction or any 22.3 In relation to any assets held by us on your behalf, you disadvantage of you when we aggregate your order. other account or sub-account which you have with us warrant and undertake to us that: However, aggregation may operate on some under this Agreement ) in order to meet any liabilities, (a) all such assets are, and at all times shall remain, occasions to your disadvantage. costs or expenses which you may have incurred to us free from any restrictions on transfer; or which we may have incurred on your behalf under 27.2 We will normally execute orders in the order in which (b) all such assets are, and at all times shall remain, this Agreement including but not limited to:: they are received by us as soon as reasonably free from any third party lien, charge, pledge or practicable after receipt. Unless you tell us otherwise (a) sums to be paid in settlement of transactions, encumbrance, claim, title or other interest; you agree that if we are unable to execute your order application monies and calls due for new issues (c) no mortgage or other fixed security or floating in full immediately we may execute our own orders or which: charge or other security interest in such assets the orders of other clients whilst seeking to complete (i) for discretionary clients , we have shall be created, granted, extended or the execution of your order. applied for or taken up on your behalf, or permitted to subsist without our prior written 27.3 Under MiFID we are bound to execute your order at (ii) for all other clients, you have asked us to consent (which consent may be subject to any the best available price in the relevant market at the apply for or take up on your behalf; conditions specified by us); time of the transaction unless there are reasonable (b) dividend claims which we have made from you; (d) no person other than you has any rights or grounds for believing that it would not be in your best (c) settlement of any monies due as a result of any interest in any such assets; and interests to do so. However, you should be aware corporate actions in which you have (e) unless you have notified us in writing that you that the price at which we carry out a transaction for participated (or we have participated in on your are acting as Trustee or agent pursuant to you may be less advantageous if we deal on non- behalf in accordance with Section 20 (Rights Section 7 (Trust/Company/Pension standard terms, for example, for extended settlement. Issues, Takeovers, Scrip Dividends and other Fund/Partnership: Special provisions) in respect 27.4 Please be aware that the markets that we are entitlements)); of any particular investment or asset (and in prepared to deal on may be limited by our ability to (d) settlement of our fees, commissions or charges which case you warrant and undertake to us on settle or hold investments within those jurisdictions. or any other amounts referred to in Section 9 behalf of the person(s) for whom you are 27.5 We may accept an order at a price limit. All limit (Our charges) or any liabilities or costs incurred acting), that you are authorised with full power orders will be Good Till Cancelled unless otherwise when exercising rights under Section 22 (Power and capacity to instruct us. agreed. If we retain a limit order for more than one to Sell or Close Out) or Section 39 (Termination) 22.4 In addition to any other remedy that we may have or day, you provide us with your prior express consent or any other relevant provision of this liability, and, without prior notice to you, we may, but not to publish those limit orders. Agreement ; shall not be obliged to, set off any payment obligation 27.6 IW&I has a formal order execution policy, which is (e) any interest payable to us pursuant to the terms or liability owing by you to us against any payment contained in Annex 2 of these terms and conditions. The of the Agreement ; obligation or liability owing by us to you, regardless of order execution policy forms part of this Agreement . the place of payment or currency of each obligation or liability. For such purpose we may make any currency conversion necessary. 6 Terms and Conditions for Investment Management & Dealing Services Investment Management

28. Types of investment and risks you anticipation of moves in interest base rates and result in funds being able to make changes in need to consider the likely future course of inflation. their strategy that have considerable impact 28.2.4 Index Linked Securities upon the investor without necessarily disclosing them publicly. 28.1 In addition to Section 6 (Classification of Investment We may also invest from time to time into index linked Objective and Risk), the services provided to you stocks. Both the interest paid by these stocks and the (c) Funds of hedge funds will usually have greater under this Agreement may have additional risks sum received on redemption are linked to inflation, liquidity than their underlying holdings. However, related to their special features for the operations to unlike conventional fixed income stocks where both management fees may be high and include a be executed or their price may depend on or fluctuate are fixed. charge for performance above a predetermined in financial markets outside our control. Past level. These high charges may reduce reported 28.2.5 Bond Funds performance is no indication of future performance performance and may lead the managers to and prices may go down as well as up. We may choose to invest into bond funds, rather than seek higher returns than might otherwise have 28.2 The following summary is general in nature and not into specific fixed income stocks. This may be for a been expected. A large seller may also distort exhaustive in its coverage. You may or may not deal in number of reasons including diversification, income the price to the detriment of other unit holders. objectives and a desire to invest into bonds some of the instruments listed below. (d) Since a fund of funds buys many different funds denominated in a currency other than euro. Both the which themselves invest in many different 28.2.1 Equities value of the units in a bond fund and the income securities, it is possible for the fund of funds to Equities are units of ownership in individual received from it may fluctuate. own the same stock through several different companies. By investing in equities clients will 28.2.6 Foreign Currencies participate in the economic success or failure of the funds and it can be difficult to keep track of the company. As a consequence a company’s shares may If we deal in investments priced in foreign currencies overall underlying holdings. fall as well as rise. Volatility in equities markets can (foreign currency denominated investments) this may (e) The fund’s management team is often small and change quickly and does not necessarily follow involve us entering into a related foreign exchange many hedge funds only offer infrequent liquidity, historical trends. If a company becomes insolvent the transaction in connection with the purchase or sale of monthly being typical but six month lock-ups or value of its equities will also fall, potentially to the point the investment concerned. Where an investment is even annual liquidity are not unusual. denominated in a different currency, the investment where it has no value at all. Long-term returns from (f) The pricing of closed-ended funds of hedge and income derived from the investment are exposed equities will come from a combination of capital funds is subject to market forces and may be at to fluctuations in the exchange rate of that currency as growth and possible dividend payments. a premium or discount to the underlying net well as movement in the price of the investment itself. 28.2.2 Equity Funds asset value. It is therefore possible that you Forward Exchange Contracts: We may also enter (a) The risks of investing directly in equities may be realise a loss on the investment even though into forward exchange contracts in order to hedge the underlying assets have risen or that smaller spread by investing in diversified investment currency exposures in respect of investments vehicles such as equity funds. These come in a falls in net asset value are magnified into denominated in currencies other than your base substantial falls in share prices. wide variety of forms which follow a variety of reference currency. In all cases IW&I will act as 28.2.10 Private Equity and Private Equity Funds investment strategies and are also subject to principal for foreign exchange contracts. The value of very different styles and qualities of regulation. It a forward exchange contract will fluctuate over time Private equity funds hold investments that are not is also possible that the manager of fund may primarily as a result of changes in the exchange rate quoted on recognised exchanges. The valuation of change at any time. of the currencies to which it relates. these holdings may be highly subjective and may not reflect the price at which the investment is ultimately (b) The pricing of open-ended funds will be 28.2.7 Smaller Companies calculated according to the net asset value. sold. Potential returns are dependent upon prices that Large funds may become too diverse to We may also advise on investments in or execute have to be paid for acquisitions and those that are outperform and behave similarly to their transactions in smaller companies. There is an extra achievable when selling. There may be times when it is underlying indices, while the performance of risk of losing money when shares are bought in not possible for funds to sell investments at prices they smaller funds may fluctuate with flows of money smaller companies including penny shares. There may believe to be acceptable. Private equity funds may also in and out of the fund. be a significant difference between the buying price utilise high levels of gearing, which may increase the and the selling price of these shares. If they have to volatility of returns and may increase the risk of failure. (c) There are additional risks with investment trusts be sold immediately, you may get back much less 28.2.11 Commercial Property and other closed-ended funds. The share prices than you paid for them. The price may change quickly of these should not be expected to reflect the and it may go down as well as up. If we invest in commercial property it will only be exact net asset value but should be expected through funds or quoted equities. Closed- ended 28.2.8 Non-Readily Realisable Investments to trade at a discount or premium to this property funds may trade at a significant discount to dependent upon supply and demand and other (a) we may enter into transactions on your behalf in underlying asset value, meaning that you may sell at a factors. This premium/discount will move on a investments that are not readily realisable. loss even if These are investments in which the market is day to day basis, meaning that you may sell at the value of the underlying assets rises. Open-ended limited or could become so; they can be difficult a loss even if the value of the assets has risen funds are likely to underperform in a rising market as to deal in or obtain reliable information about or that you may be required to pay a premium they may receive a steady to net assets when purchasing shares their value. Please advise us if you do not wish flow of cash for investment at ever high values, while (d) Investment trusts may utilize gearing (i.e. us to deal for you or advise you in respect of such investments . the illiquidity of property means that funds may refuse borrowing) to enhance performance. This may redemptions for extended periods while cash is raised. (b) you should also be aware that there are certain also result in any or all of the following occurring: This will mean that you may be locked into falling investments which either do not have a regular (i) Movements in the price of the investment prices for many extended periods of time. dealing date, only deal on certain dates (for trust may become more volatile than the 28.2.12 Commodities and Precious Metals movements in the price of the underlying example, quarterly) or may have a minimum investments ; holding period. Please advise us if you do not Returns from commodities (including precious metals), wish us to deal for you or advise you in respect either through funds or direct investment , should be (ii) The investment trust could be subject to of such investments . expected to be highly volatile. Commodities pay no sudden and large falls in value; (c) we may recommend a transaction or may deal income and are thus (iii) The return of a significantly reduced for you in circumstances where the transaction completely subject to patterns of buying and selling in amount, or in a worst case none of your or deal is not regulated by the rules of any the market. Factors that may influence these patterns capital, if there is a sufficiently large fall in stock exchange or Investment Exchange . are the global economic cycle, production patterns, the value of the investment . Please inform us if you do not wish us to shifts in the futures markets, currency movements, 28..2.3 Bonds and fixed-income securities recommend or enter into such transactions for extreme weather and the performance of other assets, (a) Bonds tend to provide a lower but more you. including equities and bonds. predictable overall return than equities. The 28.2.9 Hedge Funds 28.2.13 Structured Products interest payable on these may be fixed or (a) Hedge funds are investments which employ a (a) Structured products is a general term to variable, the former providing a greater surety of wide variety of trading strategies in order to describe investments which provide exposure return. Bonds are issued by both governments produce returns. The strategies vary to a wide range of asset classes through a (sovereign debt) and by companies (corporate enormously from fund to fund and may include combination of financial instruments (typically debt). borrowing money in order to increase the including zero coupon bonds and/or (b) The return from a fixed income bond is gearing of investment , the use of derivatives to derivatives) brought together to provide a single dependent upon the rate of interest paid and either increase or reduce risk and the short investment product. The nature of the financial the price paid for that bond. selling of securities. As a consequence the instruments included in a structured product (c) The market prices of bonds with different credit overall risk of each fund varies considerably. will depend upon the type of exposure being ratings may behave in different ways as the (b) In addition to risks arising from the strategies of sought by investors. assessment of the economic cycle changes. hedge funds there are also risks that arise from (b) A structured product should be considered as a (d) The most significant determinants of the value the regulatory environment in which the fund is term investment , where the expected returns of a fixed interest bond in the market are the based. Many hedge funds are domiciled in will occur at or shortly before maturity. In the financial position of the issuer and changes in overseas locations where the style and quality time before then, the price of the product may the interest rate environment. In the shorter of regulation differs from that in the Ireland. As a not reflect changes in the underlying assets and term, the market price of fixed income stocks consequence the funds may be subject to in certain cases will initially be more sensitive to will change in accordance with the market’s different disclosure requirements. This may changes in the price of the issuer’s bonds. The 7 Terms and Conditions for Investment Management & Dealing Services Investment Management

market price of the structure will also be The effect of stabilisation can be to make a they are genuine instructions from you. For security affected by rises and falls in volatility and by market price of the new issue temporarily higher purposes, you acknowledge that we have the right to market interest rates. than it would otherwise be. The market price of delay carrying out any instructions from you whilst we (c) One of the main risks when purchasing a investments of the same class already in issue, verify that they are genuine. Except for discretionary structured product is the credit risk of the issuer. and of other investments whose price affect the clients that have opted-out of receiving contract notes A zero coupon bond typically makes up much of price of the new issue, may also be affected. we will acknowledge your instruction formally by the asset value of certain structured products (c) this process is undertaken in order to ensure issuing a contract note or confirmation to you. The and the price of this bond will vary according to that the issue of investments is introduced to contract note or confirmation will supersede any oral the issuers’ credit rating and market perceptions the market in an orderly fashion, and that the acknowledgement of your order given at the time and of its creditworthiness. The nature of the zero issue price and/or the price of associated you should contact us immediately if the contract note coupon bond may also mean that holders of investments is not artificially depressed or confirmation does not accord with your instructions. capital guaranteed products may face losses if because of the increase in supply caused by In the absence of manifest error, contract notes or forced to sell before maturity of the structure the new issue. confirmations shall be conclusive and binding on you. We will provide a contract note or confirmation to you and may be locked into low returns for the life of (d) stabilisation may only take place for a limited following each transaction or series of transactions. the product if the price of the underlying asset period, and there are limits on the price at Please note that once an order or instruction has been fails to perform as anticipated. which shares, warrants and depository receipts accepted for immediate execution by us, it may only (d) Holders of structured products may also lose if may be stabilized (although there are no limits in be amended or withdrawn with our agreement. the issuer of the derivatives in the product respect of loan stock or bonds). 29.2 Where instructions are sent to us by e-mail, we give were to default. The derivatives that make up a 28.2.17 Investment Funds and ETFs structure are very rarely actually purchased on no guarantee as to the timeliness or execution of (a) In the case of Investment Funds and ETFs, the exchange. As a result, if the issuing those instructions, including cases, for example, investors should ensure that they have read counterparty were to default then the where the addressee at our offices is not available or and understood the Offer Documentation derivatives involved in the structure would is away or our e-mail systems are unavailable. You provided by the third party fund provider, effectively be written off and it is likely that the should not assume that any e-mail has been received including the Fund Prospectus, Fund holder of the product would be considered to by us and/or actioned unless you received either an Supplement, Simplified Prospectus, Key have no rights to these derivatives. Certain e-mail and/or a telephone call acknowledging our Investor Information Document, Annual Reports structured products are dependent upon the receipt. You should also be aware that e-mail is not a and any other Funds or ETF documentation performance of an index or indices, so that a secure medium and therefore any instructions provided as appropriate, prior to making a fall in the index or any of the indices below a received by us purporting to be from you by e-mail will decision to invest in any Fund or ETF, As well pre-determined level may result in be actioned but no liability will be accepted for any as containing specific information on the nature irrecoverable losses. false instructions or lateness whatsoever. We shall of the investment, this Fund and/or ETF have no obligation to verify the authenticity of any e - (e) Buying structured products in the secondary Documentation contains information on the mail sent to us but reserve the right to do so. market may also create a number of additional risks associated with the Fund and/or ETF and 29.3 We will be entitled but not bound to act on risks. Capital protection, where applicable, is the fees and charges which apply to same. only applicable to the price at launch and instructions or a request from you in relation to (b) Holders of Exchange Traded Funds (ETFS) and secondary purchases may therefore be liable to effecting a transaction and in respect of the provision Exchange Traded Commodity Funds (ETCs) large potential losses. of safekeeping services which we provide in which track certain equities on commodities accordance with these Terms and Conditions . If we (f) The taxation of structured products may be yet indices may also lose if the issuer of the decline to accept instructions from you, we will notify to be determined and it is possible that derivatives within the fund were to default. In you but we will not be obliged to give you a reason products that we believe to be liable to capital addition, related concerns may lead to market 29.4 Where requests for changes in respect of bank details gains tax could in future be taxed as income or makers refusing to make a market in a security. subject to further change. or requests for third party payments are made, we will 28.2.18 Insurance Policies require that request in writing. (g) You should be aware that the real value of any The following risks need to be taken into consideration 29.5 You will indemnify us against all liabilities, costs, capital guarantee may be reduced by inflation. when investing in investment linked insurance policies: expenses, damages and losses (including but not (h) Structured products are not suitable for counterparty risk, investment or market risk and limited to any direct, indirect or consequential losses, investors with no capacity for loss. liquidity risk. You should be aware of all policy loss of profit, loss of reputation and all interest, conditions which govern any proposed investment 28.2.14 Permanent Interest Bearing Securities (PIBS) penalties and legal costs (calculated on a full including entry costs, on-going management fees and (a) PIBS are building society shares, which are indemnity basis) and all other reasonable professional any exit penalties which may apply. listed and traded on the Stock Exchange. They costs and expenses) suffered or incurred by us arising are irredeemable shares, which pay a fixed rate 28.2.19 Pensions out of or in connection with acting on instructions of interest net of basic rate tax. Each investor is responsible for making some or all of which we believe to be valid. the investment decisions in relation to his or her (b) PIBS offer no certainty as to capital, the society pension. Pension fund investment risk comes from being under no obligation to repay the principal. three main sources: risk that the fund will fall in value, 30. Certificates (c) the price at which your PIBS holding is sold risk that the pension fund’s returns will not keep pace may be less than the price paid. 30.1 If your investments are not registered in the name of with inflation (real returns are negative) and risk that the our Nominee company , we will take all reasonable (d) the secondary retail market in PIBS is small, pension fund does not perform well enough to keep care to ensure the dispatch of your certificates in with liquidity being uncertain. pace with the growth in the cost of providing pension accordance with or pursuant to your instructions, but (e) should the issuing society be wound up, PIBS benefits. As a result, there is a risk that a pension may all certificates are dispatched at your own risk. holders rank behind all the other lenders, be underfunded by the investor and/or the value may depositors and other shareholders for be insufficient so that the investor’s long term retirement repayment. needs may not be met. 31. Cancellation rights (f) PIBS holders do not qualify for compensation 28.2.20 Warrants 31.1 If you enter into this Agreement for services by under the Building Society Investor Protection A standard warrant is a time limited right to subscribe means of distance communication you may be able Fund. for shares, debentures, loan stock or government to cancel this Agreement within 14 days of (g) interest payments will not be made by the securities and is exercisable against the issuer of the commencement (or 30 days for certain life insurance society if: securities. Warrants often involve a high degree of and pension products, as notified to you at that time) gearing, meaning that a small movement in the price by serving notice upon us by post to Investec Wealth (ii) interest remains unpaid on any other of of the underlying asset, whether favourable or & Investment, The Harcourt Building, Harcourt Street, the society’s deposits or shares; adverse, could result in a larger movement in the price Dublin 2. However, cancellation rights will not apply if: (ii) the Board of the society decides that of the covered warrant. The price of a warrant may (a) the price of the service or services provided payment of PIBS interest would lead to therefore be volatile. You should be aware that if a during the cancellation period depends on failure of the society or would damage its warrant does not perform as expected, you could lose fluctuations in the financial market outside our business. the whole of your investment plus any commission or control; (h) unpaid interest is non-cumulative – if the society transaction charges. (b) the performance of the distance contract has fails to make an interest payment for one of the There are two different type of warrants: a Call warrant been fully completed by both parties at your above reasons, it will be under no obligation to and a Put warrant. A Call warrant represents a request before you exercise your right to cancel; pay that sum at a future date. specific number of shares that can be purchased from or 28.2.15 Stocklending the issuer at a specific price, on or before a certain date. A Put warrant represents a certain amount of (c) we have an initial service agreement with you We will not normally engage in stock lending activity. If and the contract is in relation to a successive you wish us to engage in stock lending activities, we equity that can be sold back to the issuer at a specified price, on or before a started date. operation or separate operation of the same may agree to do so by prior written agreement. nature under that agreement. 28.2.16 Stabilisation If you do not cancel this contract within the 14 day (a) we may deal for you in investments that may 29. Giving instructions period, you will remain bound by the Terms & Conditions have been the subject of stabilisation. 29.1 We will accept your written or oral instructions 31.2 Upon notice of cancellation, we shall pay to you any (b) stabilisation is a price-supporting process that (including, but not limited to, instructions received from sum which you have paid to or for a benefit in may take place in the context of new issues. you by fax) as long as we are reasonably satisfied that connection with services under this Agreement , 8 Terms and Conditions for Investment Management & Dealing Services Investment Management

except fees we shall retain for any services we have us fully and effectively indemnified (whether before or valid, effective and comprehensive, and not specific to already provided prior to cancellation. Where a right after termination of this Agreement ) from and against any particular transaction that may be carried out. This of cancellation is exercised, any amounts paid will any and all acts, proceedings, claims, demands, does not act to affect your statutory rights. be reimbursed, subject to a deduction of any liabilities, obligations, losses, damages, penalties, dealing cost, and, if applicable, the amount by actions, judgments, suits, costs, expenses and which time the value of your investment has fallen disbursements of any kind or nature whatsoever 35. Force Majeure at the time written notification of your wish to cancel which may be imposed on, incurred by or assessed 35.1 We shall not be liable to you or in breach of the is received by us in accordance with Section 40 of against us as a direct or indirect result of our acting Agreement if there is any total or partial failure of this Agreement (Notices), and we have had proper under this Agreement . performance of our duties and obligations hereunder time to effect such request subject to Section 27 of 34.3 Neither we nor any of our staff shall be under any occasioned by any act of God, terrorism, fire, act of this Agreement (Aggregation and Execution of liability whatsoever for any loss or damage sustained government or state, war, civil commotion, orders). If you choose to register your investments by you arising from any actual or proposed transaction insurrection, embargo, breakdown, or computer in a form other than our nominee company , we as a result of, or in connection with, the provision of systems or other machine failure, inability to reserve the right to delay any cancellation and/or any services to which this Agreement applies. communicate with market makers for whatever repayment of monies until such investments are reason, prevention from or hindrance in obtaining any 34.4 We have legal obligations regarding the detection, registered into our nominee company or under our raw materials, energy or other supplies, labour reporting and prevention of fraud, money laundering sole control. (Please note that any decrease in the disputes of whatever nature or any other reason and terrorist activity. We are required to take action value of your investments that occurs whilst we are (whether or not similar in kind to the foregoing) where we have suspicions about the use of, or any waiting to receive control of your investments will beyond our control. activity concerning, any accounts or funds we hold or be borne by you). any facilities we provide. Where we are permitted 31.3 Certain investment contracts, such as long term legally to do so, we will advise you of any investigation 36. Illegality insurance contracts, personal pensions, stakeholder or of any delay arising from any such investigation. We pensions, life policies, cash deposits, and investment may be obliged to refuse transactions or instructions. 36.1 If any provision or term of this Agreement or any part scheme units which are concluded from a distance We will not be liable to you or any third party for any thereof shall become or be declared illegal, invalid, may carry rights of cancellation both before and after loss or damage arising from any action we may take unfair or unenforceable for any reason whatsoever, conclusion of the contract. Details of these as a result of our legal obligations. such term or provision shall be deemed to be deleted from this Agreement , but the legality, validity, fairness rights can be found on the product descriptions 34.5 We shall not be liable for the taxation consequences supplied by the product providers. or enforceability of the remaining provisions of this of any transaction nor shall we be liable for taxation Agreement shall not in any way be affected or charges arising for any reason. You are responsible for impaired provided that, should any such deletion 32. Third parties and nominated ensuring that all applicable legal, tax or regulatory substantially affect or alter the commercial basis of requirements for disclosure or reporting as to holding, persons this Agreement , the parties shall negotiate in good control, beneficial ownership or the granting of faith to amend and modify the provisions of this 32.1 We may accept instructions and receive and give security are met. Agreement as may be necessary or desirable in the information on your behalf from and to your other 34.6 We may provide information to assist you with your circumstances. professional advisers or other third parties in accordance Capital Gains Tax computations. However, you should 36.2 These terms shall be subject to the rules of any with Section 29 (Giving instructions) where you have be aware that due to the complexity of constantly confirmed in writing, normally in the Client Agreement changing tax legislation, we are unable to accept Investment Exchange under whose rules or using or the Nominated Persons Form that we may do so. responsibility for such information and/or whose facilities we enter into any transaction on your Such instructions from any nominated person cannot computations. We would strongly recommend clients behalf. Such rules shall be deemed to be incorporated be accepted by us until we have completed whatever who may have exposure to Capital Gains Tax to seek herein and shall form part of this Agreement . In the actions we are required to undertake under the Criminal expert advice, although we may be able to provide event of any conflict between such rules and these Justice (Money Laundering & Terrorist Financing) Act, information which will be of use in Capital Gains Tax Terms and Conditions , the provisions of such rules 2010 (as amended). Where appropriate we will liaise computations. Whilst such information will always be shall take precedence over these Terms and directly with any nominated person to fulfill our provided in the utmost good faith, we give no Conditions . obligations. Instructions from third parties may be either representation, warranty or guarantee as to and oral or in writing (including, but not limited to instructions accept no liability for the completeness or accuracy of 37. Changes received from them by fax) but we accept no the information, or for the tax consequences which responsibility for any errors or omissions resulting from may arise if clients act on such information. 37.1 These Terms and Conditions are effective from misunderstandings in respect of oral instructions. We will 17 July 2017. 34.7 We shall not be liable for any loss of opportunity We may make material changes to these Terms & not accept instructions from third parties who are not which may have resulted in an increase in the value nominated persons , nor provide information to Conditions by posting a notice on our website of your portfolio nor any reduction in the value of [www.investec.ie], by written notice to you, or in such professional or other advisers without such written your portfolio as a result of market movements. Save authority. other manner as we, in our absolute discretion, may for execution only clients (except when we are decide. 32.2 Where this Agreement is addressed to more than one extending lending facilities), we are required by MiFID person, unless you have appointed a contact person to take steps to find out facts about your financial By agreeing to these Terms & Conditions, you for the portfolio, any instruction, notice, demand, position in order to assess the suitability of our consent to the provision of such information by acknowledgement or request to be given by you advice and of transactions to be entered into by us posting a notice on our website. under this Agreement may be given by or to any one on your behalf. If you, or any other person acting 37.2 You may ask us not to include any provision of this of you. We are not required to verify the authenticity of with your authority, provide us with inaccurate Agreement by giving written notice to that effect, but that person passing us such instruction. That person information, we shall not be liable in any way we are only able to agree if such a change is relevant may give us an effective and final discharge in respect concerning the suitability of any investment advice to the circumstances and it is practicable to carry out of any of our obligations. given by us or of any transactions entered into by us your request. on your behalf. 37.3 You can also amend the arrangements between us in 33. Recording of telephone 34.8 We accept no liability for investment advice given to the following ways: conversations you, or investment decisions taken on your behalf by, (a) by changing your investment objectives; any financial adviser, nominated person or any other (b) by imposing new restrictions or by changing or 33.1 You consent that we may record telephone person not connected with us, nor will we be under lifting any restrictions which you have previously conversations which we may have with you, and any obligation to perform any monitoring functions imposed; and with regards to any transaction or other advice given acknowledge that such recordings may be used in (c) by giving or withdrawing any consent required by such persons. evidence in the event of a dispute. Our recording under this Agreement . shall be and remain our sole property and will be 34.9 We shall not be responsible for making any disclosures 37.4 However, any such amendments which you wish to accepted by you as conclusive evidence of the or notification that you may have under the Takeover make will only become effective when your Investment orders, instructions or conversations so recorded. Panel Rules , the Competitions Acts, 2002 the Manager receives a letter from you sent in accordance You agree that we may deliver copies and/or Companies Acts, 2014 (as amended) or any other future with the provisions of this section setting out the transcripts of such recordings to any court or legislation in relation to your investments even if they are amendment concerned and you have received written regulatory authority or professional advisor. registered in the name of our nominee company . acknowledgement from us of such amendment. In the 34.10 Without prejudice to any duty or obligation imposed on event that certain consents are withdrawn, we may 34. Liability IW&I as a matter of applicable law or regulatory not be in a position to continue providing services to requirement you hereby agree that, although we will act 34.1 Any advice by us or by any of our staff to you in you and reserve the right to terminate the Agreement and provide services as per Section 5 of this Agreement pursuant to Section 39 (Termination). relation to any transaction (including insurance (The services we will provide), the only duties or 37.5 If any provision or part-provision of this Agreement is policies) shall be given in good faith but without obligations we owe you are those set out expressly in or becomes invalid, illegal or unenforceable, it shall be responsibility to you for the consequences of this Agreement and that we do not owe you any other deemed modified to the minimum extent necessary to accepting or rejecting such advice and every further duties or obligations (whether arising from the make it valid, legal and enforceable. If such transaction shall be undertaken by you in sole reliance fact that we are acting as your fiduciary or otherwise). modification is not possible, the relevant provision or upon your own judgement and determination. You hereby agree that any consent or waiver given by part-provision shall be deemed deleted. Any 34.2 You irrevocably and unconditionally agree to indemnify your acceptance of this Agreement in relation to any modification to or deletion of a provision or part or reimburse us and our agents on demand, and keep duty or obligation we might otherwise owe you shall be 9 Terms and Conditions for Investment Management & Dealing Services Investment Management

provision under this clause shall not affect the validity Conditions is given by you on behalf of your we may close your account without notice. If your and enforceability of the rest of this Agreement . successors in title as well as yourself. account is closed in this manner and at a later date Accordingly, on the death of an individual, these you wish to place an order to buy or sell securities, 38. Commencement Terms and Conditions will continue in effect. you will need to open a new account. Prior to the production to us of any grant of 39.11 All payments made or transactions executed by us on 38.1 For new clients or accounts, the following matters probate, grant of representation or other such your account after your death or incapacity, but before must have been completed before we can begin to equivalent document, we shall continue to we have written notice thereof, will be valid and manage or advise in respect of any of your assets: provide services as agreed under these Terms binding upon you and your successors and estate. and Conditions in accordance with the (a) you have received from us a copy of these 39.12 If we receive instructions from any joint account holder investment objectives notified to us in Terms and Conditions ; that in our opinion conflicts with instructions received accordance with Section 5 (The services we will (b) we have received a completed signed Client from any other joint account holder, we may comply provide) of these Terms and Conditions and/or Agreement (save for execution only clients with these instructions and/or advise each joint account the Client Agreement . We may (but prior to any not using our nominee facilities); holder of the apparent conflict and/or take no action grant of representation, are not bound to) act until we receive instructions that are satisfactory to us. (c) the obligations under money laundering on the instructions of your personal legislation and regulations have been satisfied; representatives. Once the grant of 39.13 Correspondence and notices in relation to a joint (d) in the case of a Trust, either all the Trustees have representation is presented to us, the intention account will be sent by us to the address of the joint signed the Client Agreement and a certified is that these Terms and Conditions will be account holders as detailed on the client Agreement. copy of the trust deed is provided to us together terminated (save in the case of holdings held in On request in writing we can provide a copy of the with all Deeds of Appointment for the Trustees, our nominee company and/or our custody, the contract notes and Portfolio Valuations to a second or those Trustees authorised by the trust deed sections relating to our nominee company and address. Any such correspondence and/or notices so have signed the Client Agreement , and have to safe custody) and, if requested we will sent will be deemed to have been received all of the provided us with documentary evidence of their consider offering a replacement Agreement for joint account holders. delegated authority to open the account; relevant services to the person(s) subsequently (e) in the case of a Company, we have received a entitled as agreed between us. You agree that 40. Notices copy of the mandate authorising the opening of during this interim period, all correspondence 40.1 All notices given pursuant to this Agreement shall be your account along with an authorised signatory and documentation which we are required to in writing and shall be sent to the relevant address list and specifying the Director(s) authorised to forward to you under MiFID will be forwarded to stated in our Client Agreement , unless a new address enter into this Agreement on behalf of the the person who has notified us of the death, has been supplied by either party in accordance with Company, and a duly signed copy of the Client unless otherwise agreed . this section, in which case notices shall be sent to the Agreement . 39.4 For dealing with advice clients and execution only party at that new address. 38.2 You should be aware that the time taken to re register clients : 40.2 Notices shall be sent by the following means and shall cash, assets, shares and/or securities in the name of our 39.4.1 On the death of any of the persons constituting be deemed to have been received at the following nominee company will vary dependent on a number of “you”, these Terms and Conditions will times: factors outside our control. As such, we may not be terminate, save for the sections referring to our able to effect transaction(s) you instruct us to carry out nominee and/or safe custody facilities. (a) by pre-paid post – on the third Business Day after dispatch; or whilst your holdings are in the process of being 39.5 In the event of your default in performing any of your re -registered. We do not accept liability for any loss you obligations under this Agreement or of your (b) by fax with correct answerback – on the may suffer as a result of being unable to deal in your bankruptcy or insolvency or similar act or procedure Business Day after dispatch. assets whilst they are in the process of re-registration in including those under the Personal Insolvency Act For the avoidance of doubt, notice may not be the name of our nominee company . Please note that in 2012 (to include a receiver being appointed and, in served by means of e-mail. the event that you continue to receive correspondence the case of a company, a liquidator, administrator or 40.3 Please note that where this Agreement is with more direct from Companies or their registrars (particularly in examiner being appointed) in respect of you, or where than one client, notice need only be served by the firm respect of corporate actions), you should inform us you are a company, in respect of any of your on one of those clients immediately and, except for execution only clients , subsidiaries or any company of which you are a retain any such documentation pending our advice. subsidiary or any of its subsidiaries, IW&I can 38.3 Additionally, if you are a discretionary client or immediately, without further demand or notice to you, 41. Assignment advisory investment managed client : terminate this Agreement. 41.1 This Agreement is personal to you and your personal 38.3.1 Following completion of the matters referred to 39.6 On termination of this Agreement the amount of any representatives and shall not be capable of in Section 38.1 above, and subject to section fees or other charges which have accrued up to the assignment or transfer by you or them. 38.3.2 below, you will receive from us a date of termination will become immediately due. If 41.2 IW&I ’s rights and obligations under the Agreement Commencement Letter which sets out the you are a discretionary client or advisory managed may be assigned or transferred without notice to any date on which we shall begin to manage your client , fees will continue to accrue in accordance with undertaking duly authorised to carry out the services portfolio or advise you in respect of it. Section 39.3. If this agreement terminates, we may provided by IW&I under this Agreement . If any such 38.3.2 Prior to the date set out in the Commencement transfer any securities we hold in our nominee transfer or assignment takes place, you will re-execute Letter (which will not be before all of your assets company back to you or transfer them to a custodian the Agreement if required to do so by IW&I and you have been re-registered in the name of our nominated by you. hereby irrevocably appoint IW&I as your agent for nominee company (unless we advise you 39.7 Withdrawal charges will be payable by you for such purpose. otherwise)) and subject to the terms of the transferring your investments out of our nominee Agreement , we will at your request provide company to you or your new investment adviser or any 42. Governing law advice in respect of individual assets and on other person nominated by you whether on termination your instructions deal in respect of individual of this Agreement or otherwise. You will also pay to us 42.1 The provisions of this Agreement and the relationship assets. We will not however be able to provide any additional expenses or losses necessarily incurred created by it shall be governed by Irish Law and this service unless we have received from you a by us in connection with your investments as a result of subject to the exclusive jurisdiction of the Irish courts. signed copy of this Client Agreement , and the the termination of this Agreement . appropriate money laundering legislation or 39.8 If the Agreement is terminated by either you or us, we 43. Indulgences regulations have been fulfilled. will still undertake the completion of any outstanding orders or transactions initiated by us prior to 43.1 Our failure to seek redress for violations or to insist 39. Termination termination in a timely fashion and in accordance with upon strict performance of any condition or provision best practice. However, once such orders or of this Agreement , or our failure to exercise any right 39.1 Either you or we are entitled to terminate this transactions have been completed, this Agreement or remedy to which we are entitled under it, shall not Agreement by giving immediate written notice to the will terminate, save for the sections relating to custody constitute a waiver thereof. other. and nominee services (if applicable), your account will 39.2 Where “you” are more than one person, your normally be dealt on an execution only basis unless 44. Complaints obligations under these Terms and Conditions will be otherwise agreed between us. joint and several. Any notice given to any person jointly 39.9 Any legal rights or obligations of either you or us 44.1 In the event that you wish to make a complaint, this and severally with others, will be deemed to be given which may have arisen prior to termination shall not should be addressed to our Compliance Officer at to all of them as joint tenants; and we may act on the be extinguished or reduced by termination of this Investec Wealth & Investment, The Harcourt Building, instructions of any such person, unless we receive Agreement . Harcourt Street, Dublin 2, Ireland (or any other valid written notice to the contrary setting out the successor address as amended from time to time)), 39.10 If at any time you: precise basis upon which the property is to be held, who can also provide you with a copy of our and we shall be entitled to deal with that property in (a) have not bought or sold securities through us complaints procedures on request. We will attempt accordance with these Terms and Conditions and the for a period of at least 2 years; to rectify any complaint to your satisfaction. If you general law, including, without limitation, the law (b) do not have a cash balance in a client money are not satisfied with the outcome of our review of relating to survivorship. account with us; and your complaint, you may be entitled to refer the 39.3 For discretionary clients and advisory investment (c) do not hold securities in a nominee account matter to the Financial Services Ombudsman. The managed clients only: with us; Financial Services Ombudsman is a statutory officer who deals independently with unresolved complaints 39.3.1 Our authority under these Terms and from consumers about their individual dealings with 10 Terms and Conditions for Investment Management & Dealing Services Investment Management

financial services providers. It is a free service to the 45.5 You consent to us using a credit scoring or other the extent of certain agreed remuneration which we complainant. Further details relating to the Financial electronic data check mechanism when considering receive from third parties in connection with any Services Ombudsman, including how to make a your account application and also when providing you transactions arranged by us. Where we receive such complaint, are available at with services under this Agreement . In the same remuneration which exceeds the fees payable by you www.financialombudsman.ie, by telephone on Lo-Call circumstances, we may search files of credit reference at any time we may retain that excess remuneration. Number: 1890 88 20 90, or by writing to the agencies, who may keep a record of the search. We Financial Services Ombudsman’, 3 rd Floor, Lincoln may also carry out identity and anti-fraud checks. Your House, Lincoln Place, Dublin 2. information may also be used for debt tracing. 50. Commission 45.6 You also consent to the possible transfer of your 50.1 We may receive remuneration from the product 45. Data Protection Acts personal information outside of the Republic of Ireland producer in respect of life assurance, pension or other and outside of the European Economic Area for the investments. Upon request we will tell you the amount 45.1 All personal information provided by you to us and any purposes of processing by us, our subcontractors or of commission received by us for any policy or other information relating to your accounts will be agents and to the possible transfer of your personal transaction that we have arranged for you, or are treated in confidence. information to unconnected third parties in the event proposing to arrange for you. 45.2 By disclosing your personal information to us, you that the assets of the company were sold to a third consent to such information being collected and held party. As part of the Investec Group, any information 51. Policy documents in our computer systems and used in the following relating to the account holder/client or such persons, ways: may be disclosed to any member of the Investec 51.1 Policies, certificates or other documents showing ownership of your investments may be sent directly (a) to provide the services which you have Group for purposes as determined under the Data to us by the product providers concerned, and if that engaged us to provide; Protection Act. The disclosures envisaged by this clause may necessitate the transfer of personal data is the case will then be forwarded to you as soon as is (b) where a lending decision is involved, to aid us in outside of the European Economic Area, including practicable. Where a number of documents relating to assessing the extent of the credit we will offer South Africa. Please note that other countries may not a series of transactions is involved we may hold each you; afford the same level of protection to personal data as document until the series is complete (if that is (c) to keep you informed by mail or telephone of applies under Irish law. appropriate) and then forward them to you. We do not other services which we or any of our sister or 45.7 In accordance with the Data Protection Acts , you are otherwise normally offer financial planning clients a associated companies consider may be of entitled, on payment of a fee, to a copy of the safe custody service unless held through a nominee interest to you. information we hold about you. In the first instance, account, and accept no liability for the default of any We may also use your personal information in you should direct any such request to us in writing to third party or nominated person to whom you instruct aggregate form in order to help us analyse, The Compliance Officer at The Harcourt Building, us to forward documents. develop, and manage our business. Harcourt Street, Dublin 2 (or any other successor 45.3 Your personal information will not be disclosed to any address as amended from time to time)). third party except: 45.8 IW&I is the data controller for the purposes of the Data (a) we may be required or it may be appropriate for Protection Acts . us to disclose your personal information to the CBI , the Irish Stock Exchange or any other 46. Third Party Rights regulatory or enforcement body (whether in the Republic of Ireland or elsewhere) having 46.1 A person who is not a party to this Agreement has no jurisdiction over the matters in respect of which right to enforce any of this Agreement . disclosure is made, including without limitation matters relating to actual or suspected money 47. Record retention laundering; (b) we may disclose your personal information to a 47.1 We will retain your records for as long as we are credit reference agency who may retain a obliged to do so under the applicable legal and record of the data we supply to them for the regulatory requirements. purpose of carrying out both credit reference checks and also money laundering checks ADDITIONAL TERMS AND CONDITIONS which we are required to carry out by law and to fulfill our legal obligations from time to time; FOR FINANCIAL PLANNING ADVICE (c) we may disclose your personal information to For any financial planning advice, these Sections 48-51 are product providers for the purposes of obtaining in addition to Sections 5-47, unless otherwise stated. quotes in respect of investments which may be of interest to you; 48. Service (d) it may be necessary for us to disclose your personal information to third parties to enable 48.1 We will consider all relevant and disclosed facts when us to transact business on your behalf; undertaking financial planning services for you, but we will not undertake any regular or periodic review of (e) we may disclose your personal information in your arrangements unless agreed between us, for relation to the Foreign Account Tax Compliance which we may charge an additional fee. Act (“FATCA”) and the OECD Common Reporting Standard (“CRS”), which imposes obligations on financial institutions to review and 49. Charges & remuneration collect information to identify its client’s country 49.1 Normally, all financial planning services are in addition of tax residence and then provide certain to any investment management or dealing services account information to the Irish Revenue that may be agreed between us, and may be subject Commissioners who may, in turn, share this to a separate charge beyond that detailed in our information with tax authorities in the relevant relevant service brochure for such investment jurisdictions; management or dealing services. (f) it may be necessary for us to disclose your 49.2 IW&I can be remunerated for financial planning personal information to third parties if we are services and advice on a fees basis. However we arranging a seminar or other corporate events recognize that there may be instances where you with such parties in order to manage the event require or prefer us to be remunerated by a and, if applicable, to reduce the risk of you commission basis or by a combination of receiving more than one invitation. commission and fees. In such cases we will consider 45.4 We may also disclose or allow your personal data to being remunerated by commission, or a combination be collected or used under a strict code of secrecy to of commission and fees. Our remuneration is persons within the sub-contractors or persons acting calculated on the basis of the time spent on the as our agents who may include other companies work and the value of the cases involved, the within the Investec group (or any other successor charging rate depends upon the, qualifications, group holding company), who administer or process knowledge and experience of the person advising the information on our behalf. Please be assured that you. all personal data, wherever it is held within the same 49.3 You acknowledge that once fees are agreed between group as us or by its sub contractors or agents will be us and work commences, the fee in our afforded a high level of protection against any Commencement Letter or other similar document authorised, unauthorised or accidental disclosure, agreed between us form part of this Agreement , and access or deletion, although this cannot be become due for payment on the due date. guaranteed by us. 49.4 We may agree with you that fees may be abated to

11 Definitions

Agreement Custodian Nominee company This is made up of: An eligible custodian as defined in the CBI’s Client Aurum Nominees Limited (“Aurum”) registered in the • These Terms and Conditions for Investment Asset Regulations, as amended from time to time. Companies Registration Office, Ireland under company number 123762 or such other nominee company as Management and Dealing Services. Data Protection Acts we may lawfully establish from time to time. • The Client Agreement for the relevant service The Data Protection Acts 1988 and 2003 as amended. agreed between us. For overseas securities, these will be lodged with an Good-Till Cancelled Order authorised depository in the name of ‘our nominee • Our schedule of commissions and charges company ’, or the company if required. which details our charges. An order to buy or sell shares at a specific price which will remain valid (“good”) until you instruct us to • Commencement Letter. Nominee services cancel it. • Our Client Asset Key Information Document The services we provide when our Nominee Company (“CAKID”). IW&I hold investments as nominee for you • Tax compliance self-certification form. Investec Capital & Investments (Ireland) Limited trading Non-complex instrument as Investec Wealth & Investment and Investec. • Any other document or letter for additional As defined in MiFID Registered in the Companies Registration Office, services as agreed between us which states Ireland under company number 223158. Panel rules that it forms part of our Agreement. The rules issued by the Irish Takeover Panel and the • Any other letter or document that we may Investec Group Panel on Takeovers and Mergers in the UK, as provide to you, that is stated by us to IW&I and any company that is its holding company or amended from time to time. constitute part of the Agreement in accordance subsidiary company or a subsidiary of its holding with Section 37 (Changes) of these Terms and company, each as defined in section 7 (subsidiary) Professional client Conditions. and section 8 (holding company) of the Companies As defined in MiFID and guidance. Act 2014. Business day Registered office Investment A day (other than a Saturday or Sunday) on which Our registered office from time to time, which is either the Irish Stock Exchange or the London Stock (1) An financial instrument as defined in MiFID; or currently The Harcourt Building, Harcourt Street, Dublin Exchange are open for general business (2) an investment instrument as defined in the 2, Ireland Investment Intermediaries Act 1995 to which MiFID CBI Retail client does not apply; means the Central Bank of Ireland As defined in MiFID and guidance. Investment Exchange Client Agreement Scheme Any dealing exchange recognised, designated or The agreement headed “Client Agreement” entered into prescribed by the CBI , as amended from time to time. The Investor Compensation Scheme as it operates between you and us where, depending on the service under the Investor Compensation Act, 1988, as agreed between us, you are invited to set out your In writing amended. objectives and any limits on the type of transaction with We may rely on communications received by us by fax, Taxation which you may be involved; email or other means of electronic communication provided All forms of taxation whether of the Republic of Ireland Client Assets we believe the communication to be authentic and we may treat the same as being in writing for the purposes of this or elsewhere in the world wherever imposed and all Client funds and client financial instruments as defined Agreement statutory, governmental, state, provincial, local in the Client Asset Regulations government or municipal impositions, duties and levies Market information Client Asset Regulations and all penalties, charges, costs and interest relating Any news, information or educational materials thereto. The Regulations issued pursuant to Section 48 of the provided by us. Central Bank (Supervision and Enforcement) Act 2013 Taxes Means of distance communication in relation to the holding of client assets. Means taxes, duties, imposts and fiscal charges of any The entering into our Agreement without visiting at any Client Financial Instruments nature, whether of the Republic of Ireland or elsewhere in time any of our offices or having a meeting with any of the world, including value added taxes and stamp and A financial instrument as defined in Regulation 3(1) of our employees or agents (“staff”), as defined in other documentary taxes. the European Communities (Markets in Financial European Communities (Distance Marketing of Instruments) Regulations 2007 (S.I. No of 2007) and an Consumer Financial Services) Regulations 2004 as Terms and Conditions investment instrument as defined under Section 2(1) of amended from time to time. These Terms and Conditions as from time to time the Investment Intermediaries Act 1995, which is held modified or amended. by an investment firm on behalf of a client and includes MiFID without limitation , any: The Markets in Financial Instruments Directive as Terms and Conditions for Investment Management and Dealing Services (a) Client financial instrument that is held with a transposed into Irish law by the European Communities nominee; and (Markets in Financial Instruments) Regulations 2007 Sections 5 to 47 of these Terms and Conditions . (the 2007 Regulations), Statutory Instrument No. 60 of (b) Claim relating to, or a right in respect of a financial Unregulated Investment 2007 and by the European Regulation (EC) No. instrument 1287/2006 An instrument that is not regulated under either MiFID Commencement letter or the Investment Intermediaries Act 1995 Nominated person For discretionary clients and advisory investment Any person listed in the appropriate section of the managed clients, the letter sent to you by us Client Agreement or notified to us in accordance with confirming your initial cash position and portfolio Section 32 of these Terms and Conditions as being composition and which sets out the date upon which nominated to issue instructions to us on your this Agreement comes into force and we shall begin to behalf. manage or advise upon your assets.

12 Conflicts of Interest

Conflicts of Interest Section 3 - Management of conflicts Order Execution Policy Summary Policy Once a conflict of interest has been identified it needs to be appropriately and adequately managed. Section 1 - Introduction Investec Wealth & Investment Section 2 - Identification of conflicts Group assess each conflict, including whether the conflict is Section 3 - Management of conflicts actual or perceived, what the value of the conflict or Section 4 - Further Information exposure is and the potential reputational risk. and Introduction management then agree on the controls that need to be put The EU Markets in Financial Instruments Directive (“MiFID”) in place to manage the conflict. Section 1 – Introduction requires investment firms when executing orders on behalf of Investec has various internal controls to manage and clients to take reasonable steps to obtain the best possible Investec Capital & Investments (Ireland) Limited trading as mitigate Conflicts of Interests, including: result (or “best execution”). Investec Wealth & Investment and Investec forms part of Group business practices - Confidentiality and Representing Investec. Investec is comprised of (i) Investec Capital & the Group Investments (Ireland) Limited; (ii) Investec Bank plc; (iii) The quality of execution Information barriers (“Chinese Walls”) - Restrictive access Investec Limited and (iv) from time to time, in relation to When executing orders on your behalf in financial control to certain areas; separate IT systems and IT folders, Investec Bank plc and/or Investec Limited, the ultimate instruments, Investec Capital & Investments (Ireland) Limited IT access control policy and “Clean Desk” policy holding company of that entity, a subsidiary (or a subsidiary trading as Investec Wealth & Investment ( IW&I ) will take all of a subsidiary) of that entity, a holding company of that Disclosure - Clear and concise disclosure to enable the reasonable steps to achieve “best execution” of your orders. entity or any other subsidiary of that holding company, and recipient to fully understand its relevance. This means that we have in place a policy and procedures any affiliated entity of any such entities. Specific instances of conflict may require management which are designed to obtain the best possible execution This document summarises Investec’s conflicts of interest intervention in addition to the documented controls already result, subject to and taking into account the nature of your policy. This policy sets out the mechanisms in place at in place. These can include escalation to a management orders, any specific instructions from you, and the markets Investec to identify, mitigate and manage the conflicts of forum, like the Executive Risk Review Forum (ERRF), for a in question. interest to which Investec is a party. decision on how the conflict should be managed, for In the absence of express instructions from you, we will Investec is committed to ensuring that all business is example, disclose to the client or decline to act. exercise our own judgement in determining the factors that conducted in accordance with good business practice. To Investec additionally has various internal policies to manage we need to take into account for the purpose of providing this end Investec conducts business in an ethical and and mitigate Conflicts of Interests, including: you with “best execution”. Where necessary we will also take equitable manner and in a way that safeguards the Personal Account Dealing Policy into account the nature of the dealing service you require of us and the specific and general instructions given to us by interests of all stakeholders to minimise and manage all Policy on Outside Business Interests real or potential conflicts of interest you which may prioritise how we are to execute your orders. Gifts and Entertainment Policy Compliance maintains records of all conflicts of interests Order Execution Policy Section 2 - Identification of conflicts identified and their resolution, including the persons involved As an international, specialist banking group that provides a and the controls used. This information is included in reports We have set out in this document information on the criteria diverse range of financial products and services to a select to management. which determines how we may execute your orders and client base, conflicts of interest are inherent to the Investec have identified those venues on which we will most regularly business. This inherence of conflicts is apparent given the seek to execute your orders and which we believe offer the nature of Investec’s business, and that it simultaneously Section 4 - Further Information best prospects for affording you best execution. We will also conducts the activities of investment research and advice, Further information on our conflicts policy can be provided assess, on a regular basis, the quality of execution afforded proprietary trading, portfolio management and corporate upon request. Alternatively, please address any questions to by those venues on which we execute your orders and finance business (including advising on mergers and your usual Investec Wealth & Investment contact. whether we need to change our execution arrangements. acquisitions and underwriting and selling an offering of While we will take all reasonable steps based on those securities). resources available to us to satisfy ourselves that we have processes in place that can reasonably be expected to lead To adequately manage conflicts of interest Investec must to the delivery of best execution of your orders, we cannot identify all relevant conflicts timeously. Investec employs two guarantee that we will always be able to provide best different mechanisms to ensure that all conflicts are execution of every order executed on your behalf. identified: Our policy, in providing you with best execution, is, so far as Group maintains a Matrix Index of potential conflict risks at possible and subject to the processes set out in the section Investec, taking into consideration all business areas and below, to exercise the same standards and operate the income streams. The Index is a matrix of conflicts classified same processes across all the different markets and financial by conflict type, business area and conflicting business area instruments on which we execute your orders. However, the with documented controls. The index is updated with all new diversity of those markets and instruments and the kind of conflicts identified, and to ensure completeness is reviewed orders that you may place with us mean that different factors on an annual basis; will have to be taken into account when we assess the All employees, including compliance officers and nature of our execution policy in the context of different management, are responsible for identifying specific instruments and different markets. For example, there is no instances of conflict and are required to notify their business formalised market or settlement infrastructure for over-the- unit compliance officer (or Group ) of any conflicts they counter transactions. In some markets, price volatility may become aware of. Business unit compliance officers will mean that the timeliness of execution is a priority, whereas, escalate the conflict to Group to assess the implications of in other markets that have low liquidity, the fact of execution the conflict and how the conflict should be managed. may itself constitute best execution. In other cases, our choice of venue may be limited (even to the fact that there may only be one platform/market upon which we can execute your orders) because of the nature of your order or of your requirements.

13 Order Execution Policy

Execution Factors Execution Venues In the absence of specific instructions from you, the Investec Wealth & Invesment is a member of the Irish Stock execution factors that will be taken into account are: Exchange and the London Stock Exchange. A complete list • Price; of execution venues can be viewed below. • Costs; Transferable securities • Speed; • Irish equities & ETFs – Irish Stock Exchange, London Stock Exchange, Multilateral Trading • Likelihood of execution or settlement; Facilities, the Firm’s own internal sources of • Liquidity; liquidity, electronic trading platforms, recognised • Size of your order; market makers and retail service providers with • Nature of your order; whom we have an established relationship • Any other consideration relevant to the • UK equities & ETFs – London Stock Exchange, execution of the order. Multilateral Trading Facilities, the Firm’s own We will take into account the following criteria when internal sources of liquidity, electronic trading determining the relative importance of each of these factors: platforms, recognised market makers and retail service providers with whom we have an • Your characteristics, including your client established relationship categorisation; • Other European Equities – Orders in markets • The characteristics of your order and whether where IW&I has no membership will be you have provided any specific instruction; executed through recognised market makers • The characteristics of the financial instruments and other investment firms with direct access to that are the subject of your order; relevant markets with whom we have an • The characteristics of the execution venues or established relationship entities to which your order can be directed. • US equities & ADRs – recognised market Price will ordinarily merit a high relative importance in makers in those securities and other investment obtaining the best possible result, however other factors will firms with direct access to US markets with also be considered, such as where the security is most whom we have an established relationship frequently traded, the liquidity of that venue, the relative • Other transferable securities – your order will be speed and likelihood of execution and settlement, which in passed to another investment firm. We will our experience has been consistently demonstrated for the endeavour to use market participants who are security in question. known to have access to trade in these markets or who have provided reasonable Financial instruments results in relation to total consideration for IW&I may execute client orders in the following instruments: execution in that security or market in the past (a) Transferable securities • Bonds – electronic trading platforms and Equities, ETFs, Rights, Warrants, Bonds & directly with investment banks Investment Trusts Contracts for Differences (b) Money-market Instruments • Through regulated financial institutions acting as Treasury Bills CFD providers (c) Financial Derivatives Financial Derivatives Options, structured products and any other • Directly with investment banks derivative contracts relating to securities, Money-market instruments currencies, interest rates or yields, or other derivatives instruments, financial indices or • Electronic trading platforms and directly with financial measures, which may be settled investment banks physically or in cash The execution factors listed above are the key factors which affect IW&I ’s choice of execution venue. (d) Contracts for Differences

14 Order Execution Policy

Full list of Execution Venues Specific Instructions Warning : Where you give us a specific instruction as to the

) ) s s

c c ) ) s s e e execution of an order (for example, specifying a particular t t i i s s t t e e e e i i

n n v v

r r t t i i venue for execution, or a limit order where the price is t t s s o o u u e e i i s s a a t t d d c c k k t t r r v v currently not available on an execution venue, or any other p p e e n n i i n n a a r r s s o o e e S S ’ ’ O O e e

specific terms in relation to an order) we will execute your M M B B D D m m e e

D D l l & & F F

y y

u u l l & & b b r r order in accordance with those instructions. Where your s s

e e C C a a t t a a i i s s e e n n r r s s r r c c e e instructions relate to only part of the order, we will continue o o e e n n i i u u n n I I f f t t t t i i s s a a M M u u u u to apply our MiFID order execution policy to those aspects n n n n i i F F q q a a ( ( F F r r E E of the order not covered by your specific instructions. ( ( T T You should be aware that if you provide us with a specific ANZ Bank √ √ J&E Davy √ instruction, this may prevent us from following some or all of the steps in our order execution policy that are designed to BATs Chi-X Europe √ Jarvis Investment Management √ obtain the best possible result for the execution of your Banco Akros √ Jeffries √ orders. Barclays √ √ JP Morgan √ √ Review and Monitoring Bloomberg Tradebook √ KCG Europe Limited √ We monitor the effectiveness of our order execution arrangements (including the Policy) to identify and, where BNP √ √ Killik & Co. LLP √ appropriate, correct any deficiencies. We review on a regular basis whether the execution venues included in the Policy BNP Paribas √ √ Leonteq Securities √ provide the best possible result and whether any changes need to be made. We undertake a review of our order Campbell O’Connor & Company √ Liberum Capital √ execution arrangements and the Policy at least annually, or whenever a material change occurs that affects our ability to Canaccord √ London Stock Exchange √ continue to obtain the best possible result for the execution of client orders on a consistent basis using the venues Cantor Fitzgerald √ Merrill Lynch √ √ included in the Policy. IW&I will notify clients of any material changes to our Order Execution Policy by publishing such Cenkos Securities Plc √ Merrion √ amendments on our website. Charles Stanley & Co √ Monecor (London) Limited √ Consent Citigroup √ √ Morgan Stanley √ √ We are required to obtain your prior consent to our MiFID CMC Markets √ Nomura √ √ order execution policy. You will be deemed to have provided such consent when you give an order after 1 st November CM CIC Securities √ NPlus1 Singer Capital √ 2007. For an instrument admitted to trading on a Regulated Market Commerzbank Ag √ √ NTMA √ √ or Multilateral Trading Facility (MTF), we are also required to obtain your prior express consent before we execute an ConvergEx √ Numis Securities √ order in such an instrument outside of a Regulated Market or MTF. We should be grateful if you would provide such Cowen & Co √ Oppenheimer International Ltd √ √ consent the next time you are talking to your IW&I client Credit Agricole √ Panmure Gordon √ executive.

Danske Bank √ √ Peel Hunt LLP √

Deutsche Bank √ √ Rabobank √

DZ Bank √ √ Royal Bank of Canada √ √

ED&F Man √ Royal Bank of Scotland √ √

FinnCap Limited √ Shore Capital Stockbrokers √

Flow Traders BV √ Societe Generale √ √

Goldman Sachs √ Stifel Nicolaus Europe Ltd √

Goodbody Stockbrokers √ Susquehanna Ireland Limited √

HSBC √ √ Toronto Dominion Bank √

IG Markets √ UBS √ √

Investec Bank plc √ Unicredit Bank Ag √ √

Investment Capital & Investments UK √ Winterfloods Securities √

Irish Stock Exchange √

15 www.investec.ie

Investec Capital & Investments (Ireland) Limited trading as Investec Wealth & Investment and Investec is regulated by the Central Bank of Ireland. A member of the Irish Stock Exchange and the London Stock Exchange. Registered in Ireland No. 223158 Registered Office: The Harcourt Building, Harcourt Street, Dublin 2. Investec Wealth & Investment is a “Qualifying Fund manager” (QFM) as defined in section 784A, Taxes Consideration Act, 1997

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