Regulation

Acuvest Limited (“Acuvest”) is regulated by the Central Bank of Ireland (the “Central Bank”) pursuant to the European Union (Markets in Financial Instruments) Regulations 2017 (as amended) (the “MiFID II Regulations”).

· Acuvest was originally authorised under the Investment Intermediaries Act, 1995 (as amended) (“IIA 1995”) to provide investment advice in respect of certain investment instruments and continues to do so.

· Acuvest was deemed authorised under the European Communities (Markets in Financial Instruments) Regulations, 2007 (as amended) (the “MiFID I Regulations”) when this legislation came into effect in November 2007 and is now authorised to provide investment advice under the MiFID II Regulations since it came into effect on the 3 January 2018.

· Acuvest is also regulated as an insurance intermediary under the European Union (Insurance Distribution) Regulations, 2018 (the “Insurance Distribution Regulations”).

Acuvest’s reference number with the Central Bank is C29617. The Central Bank’s register of Financial Service Providers can be checked by visiting its website http://registers.centralbank.ie/FirmSearchPage.aspx, or by contacting the Central Bank (New Wapping Street, North Wall Quay, Dublin 1, Telephone +353-1-224 6000).

Regulated Services and Activities

Please see below for a list of the Firm’s current authorisations and a Schedule setting out its Authorised Activities, and which also details the financial instruments under the MiFID II Regulations and the investment instruments under the IIA 1995 for which Acuvest is authorised by the Central Bank to provide investment advice.

MiFID II Investment Services

Acuvest is authorised to provide the following investment service under the MiFID II Regulations:

Investment Services

1.5. Investment advice.

The Firm is authorised to deal with the following Financial Instruments under the MiFID II Regulations:

3.1 Transferable securities;

3.2 Money-market instruments;

3.3 Units in collective investment undertakings;

3.4 Options, futures, swaps, forward rate agreements and any other derivative contracts relating to securities, currencies, interest rates or yields, emission allowances or other derivatives instruments, financial indices or financial measures which may be settled physically or in cash; and

3.5 Options, futures, swaps, forwards and any other derivative contracts relating to commodities that must be settled in cash or may be settled in cash at the option of one of the parties other than by reason of default or other termination event.

The Firm is authorised to deal with the following Investment Instruments under the IIA 1995:

(b) Non-transferable securities

Sale, Repo & reverse repo agreement

Securities borrowing / lending agreements

Certs conferring property rights

(jj) Rolling spot F/X

(kk) Tracker bond

Hybrid instruments

Insurance Policies

PRSAs

Insurance Distribution Services

Acuvest is also registered as an insurance intermediary under the European Union (Insurance Distribution) Regulations 2018.

Examples of regulated services that Acuvest provides include:

· Investment consulting services such as the review and/or design of the investment strategy for pension schemes and other institutional investors;

· Managing any investment transitions within an investment portfolio;

· Arranging insurance contracts on your behalf such as purchasing a sovereign annuity; and

· Delivering investment advice.

Unregulated Services and Activities

We may also provide you with services or products that are not regulated by the Central Bank. Please note that the Central Bank is not responsible for governing the provision of unregulated services by Acuvest. Accordingly, such services and products are not covered by any Central Bank statutory codes of conduct, which are designed to protect clients, or under the MiFID II Regulations or under the Insurance Distribution Regulations. Neither are they covered by any statutory compensation scheme.

Examples of unregulated services that Acuvest provides or assists with include:

· Analysis of an existing scheme for the purposes of reviewing appropriateness for underlying membership;

· Assessing the adequacy of the funding of a scheme;

· Developing financial models and action plans for pension schemes, companies and other entities;

· Auditing and analysis of members’ records;

· Developing and implementing a governance and/or management structure for a pension scheme;

· Managing a communications process with trustees, employees, pensioners and other interested parties;

· Procurement support for Trustee Boards;

· Scheme secretarial support;

· IORP II support;

· Financial planning;

· Estate planning;

· Business succession;

Acuvest holds appointments from investment product producers in respect of certain products. The Firm will explain to you the range of products that may be recommended, including the Firm’s relationship with the investment product producers before providing you with MiFID investment advice.

Statutory Codes of Conduct

Acuvest is subject to and complies with certain codes as follows:

The Consumer Protection Code 2012 (revised 2015) (the “CPC”); and

The Minimum Competency Code 2017 (the “MCC”).

These statutory codes offer protection to clients and can be found on the Central Bank’s website at www.centralbank.ie.

Client Assets

Acuvest is not authorised to hold client funds or client financial instruments.

Tax and Legal Matters

As part of our engagement with you, opinions or views may be expressed from time to time related to taxation and/or legal matters. Such opinions or views should not be construed as advice or as being a part of our financial advice/planning service. Acuvest is not a tax or legal adviser and strongly advises you to obtain such tax and legal advice, as you consider necessary, from appropriate sources.

Remuneration Disclosure

Acuvest Limited (“Acuvest”) is regulated by the Central Bank of Ireland (the “Central Bank”) pursuant to the European Communities (Markets in Financial Instruments) Regulations, 2017 (the “MiFID II Regulations”) and is authorised to provide ‘investment advice’ under Regulation 5(2) of the MiFID II Regulations.

· Acuvest was originally authorised under the Investment Intermediaries Act, 1995 (as amended) (“IIA 1995”) to provide investment advice in respect of certain investment instruments and continues to do so.

· Acuvest was deemed authorised under the European Communities (Markets in Financial Instruments) Regulations, 2007 (as amended) (the “MiFID I Regulations”) when this legislation came into effect in November 2007 and is now authorised to provide investment advice under the MiFID II Regulations since it came into effect on the 3 January 2018.

· Acuvest is also regulated as an insurance intermediary under the European Union (Insurance Distribution) Regulations, 2018 (the “Insurance Distribution Regulations”).

Background

Pursuant to provision 4.58A of the Central Bank of Ireland’s September 2019 Addendum to the Consumer Protection code, all intermediaries, must make available in their public offices, or on their website if they have one, a summary of the details of all arrangements for any fee, commission, other reward or remuneration provided to the intermediary which it has agreed with product producers.

What is Remuneration?

Remuneration is the payment earned by the intermediary for work undertaken on behalf of both the provider and the consumer. The amount of remuneration is generally directly related to the value of the products sold.

What is Commission?

Commission is payment that may be earned by an intermediary for work undertaken for both provider and consumer. The amount of commission is generally directly related to the quantity or value of the products sold.

Independent Investment Advice

Because Acuvest is completely independent of product providers and insurers, we are impartial in our advice. We are not remunerated by and we do NOT earn commissions or fees from product providers or insurers.

To the extent that Acuvest provides you with investment advice, please note that this advice is provided to you on an independent basis and is based on a broad range of financial instruments and/or investment instruments available on the market and is not limited to financial instruments issued or provided by entities having close links with Acuvest or any other legal or economic relationships, such as contractual relationships, so close as to pose a risk of impairing the independent basis of the advice provided.

Acuvest will also provide you with a periodic assessment of the suitability of the instruments recommended.

Furthermore, when Acuvest provides investment advice in relation to these instruments, Acuvest will explain to you the range of instruments that may be recommended, including Acuvest’s relationship with the issuers or providers of the Instruments. Acuvest does not have a ‘tied’ relationship with any of these institutions, as this would compromise our ability to offer clients independent/impartial advice.

Acuvest will provide a description of the types of instruments considered, the range of instruments and providers analysed per each type of instrument according to the scope of the service, and how the service provided satisfies the conditions for the provision of investment advice on an independent basis and the factors taken into consideration in the selection process used by Acuvest to recommend instruments, such as risk, costs, complexity of the Instruments, and sustainability factors/risks.

Inducements

Where we provide independent investment advice under the Agreement with a client, we are prohibited under the MiFID Regulations from accepting and retaining fees, commissions or any monetary or non-monetary benefits paid or provided by any third parties or a person acting on behalf of a third party in relation to the provision of the service to you (including research provided on the basis that it constitutes a prohibited inducement under the MiFID II regime), other than minor non-monetary benefits that comply with the MiFID Regulations. Such minor non-monetary benefits are those that are capable of enhancing the quality of the service provided to you and are of a scale and nature such that they could not be judged to impair compliance with our duty to act in your best interests and are clearly disclosed (e.g. attendance at product provider seminars, assistance with advertising/branding).

We are obliged to return to our clients any fees, commissions or any monetary benefits paid or provided by any third party or a person acting on behalf of a third party in relation to the service provided to the client as soon as reasonably possible after receipt. We will inform you in relation to any fees, commissions or any monetary benefits transferred to Acuvest. All fees, commissions or monetary benefits received from third parties in relation to the provision of investment advice will be transferred in full to you in accordance with protocols agreed between both parties.

Sustainability Factors/Risks

Acuvest is NOT remunerated by commission or other payments from Product Providers or Insurers. When assessing products, we will consider the different approach taken by Product Providers and Insurers in terms of them integrating sustainability risks into their product offerings. This will form part of our analysis for choosing a Product Provider or Insurer.

Acuvest Fees and Associated Charges

Acuvest is not remunerated by and we do NOT earn commissions or fees from product providers. Acuvest earns it’s remuneration for services on the basis of professional fees which will be agreed in advance with our clients.

· Acuvest fees are typically calculated on the basis of time and costs, at rates determined by the nature and complexity of the work/project and the seniority of the Acuvest personnel involved. For larger projects, a total project fee may be agreed at the commencement of the engagement. Hourly rates wall vary from €200 to €500 per hour depending on the personnel assigned to the work. Fees and charges may change from time to time, and notification of any rate changes will be provided to the client according to our agreed method of communication.

· Fees for retail clients are typically agreed as a monthly fee payable monthly in advance. For retail clients with larger ‘Assets Under Advice’ (“AUA”), fees may be calculated as a % of AUA, with rates and thresholds agreed with the client in advance.

· When Acuvest provides advice to a client on Insurance-based Investment Products (“IBIPs”) it does so on an independent basis. This means that Acuvest will return to customers or offset against fees to be paid by the customer, any fees, commissions, or non-monetary benefits paid by any third party or person acting on behalf of a third party in relation to the services provided to that customer as soon as possible after receipt. Acuvest is remunerated by the fees paid by you, our customer, for the advice we provide you on IBIPs.

Professional fees and expenses will be subject to the addition of VAT, where applicable, at the appropriate rate. Travelling, subsistence, accommodation and any other expenses necessarily incurred while engaged on your business will be charged at cost.

Fees are payable on presentation of our invoice. In the event of non-payment of any bill we retain the right to suspend work until payment is received.

If during the course of our work the need for additional services (not contemplated by the original proposal) is identified, agreement as to the scope of any additional work and related charges will be obtained before any expenditure is incurred.

Sustainable Finance Disclosure Regulation

Background

The Sustainable Finance Disclosure Regulation (“SFDR”) came into effect on 10 March 2021. The SFDR was introduced by the European Commission alongside (the “Taxonomy Regulation”) and (the Low Carbon and Positive Impacts Benchmarks Regulation”) as part of a package of legislative measures arising from the European Commission’s Action Plan on Sustainable Finance.

The SFDR sets out harmonised rules on transparency and aims to include environmental, social and governance (ESG) “sustainability” considerations and risks in the decision-making process of investors and asset managers in a consistent manner across the EU financial services sector. A sustainable investment product is where a product is sold as promoting environmental or social characteristics. It is envisaged that greater transparency and sustainability-related information will enable investors to compare financial products and to make informed investment decisions about ESG products.

What is required?

The SFDR introduces additional disclosure obligations for manufacturers of financial products and financial advisers toward end-investors. The Regulations require impacted firms to integrate sustainability into their investment processes and to consider the adverse impacts of their investments on sustainability factors. The requirements apply regardless of whether the client has indicated an ESG preference or not.

Acuvests’ approach to Sustainability factors

When providing Investment Advice and Insurance Based Investment Advice, Acuvest considers the adverse impact of investment decisions on sustainability. As part of our research and assessment of products, Acuvest will examine and professionally interrogate the Product Providers and Insurers literature to compare financial products and to make informed investment decisions about ESG products. Acuvest’s in-house Investment Committee research will keep our investment knowledge current and relevant. Acuvest will always act in the client’s best interests and keep clients informed accordingly. The consideration of sustainability risks can impact on the returns of financial products.

Each Product Provider and Insurer shows how they approach sustainability factors/risks in their product disclosure documents and on their website. Acuvest will address sustainability risks in all ‘Statements of Suitability’ issued to clients. Our advice for each client is formed based on a range of information obtained from the client in the initial ‘Know your Customer’ take-on process, which includes obtaining information from the client in relation to ESG sustainability considerations.

Acuvest will update its processes and actively monitor sustainability factors/risks as more information becomes available from Product Providers.

Acuvests’ ‘Remuneration Disclosure Document’ includes a section on Sustainability Factors/Risks and their integration into the firms process for assessing products and our analysis for choosing Product Providers.