Conflict of interest policy

A. PURPOSE

Full House Retail (Pty) Ltd is a Financial Services Provider licensed in terms of the Financial Advisory and Intermediary Services Act, No. 37 of 2002 (“the Act”), as amended, (licence number FSP no. 4441). Full House is committed to ensuring that adequate arrangements are in place for the management of Conflicts of Interest that may arise wholly or partially in relation to the provision of any financial services, as defined in the Act. This document records the Conflict of Interests Policy (“Policy”) of FULL HOUSE.

B. DEFINITIONS

1. Compensation: Any direct or indirect remuneration including, but not limited to, any type of non-cash incentive such as gifts or favours.
2. Responsible Person: The person appointed in terms of clause 2 of this Policy.
3. Conflict of Interest: Any situation in which Full House or its representative has an actual or potential interest that may, in rendering a financial service to a customer:

3.1 influence the objective performance of his, her or its obligations to that customer;
3.2 prevent Full House or its representative from rendering an unbiased and fair financial service to that customer, or from acting in the interest of that customer; including, but not limited to

3.2.1 a financial interest;
3.2.2 an ownership interest;
3.2.3 any relationship with a third party.

4. Interested Person: Any director, shareholder, member, trustee, partner, agent, representative or employee of Full House, who has a direct or indirect Personal Interest as defined below.
5. Personal Interest: An Interested Person has a personal interest if that person has, directly or indirectly, through business, investments or other means:

5.1 an ownership or investment interest in any entity with which Full House has a business transaction or arrangement;
5.2 a legal or beneficial interest in a financial product that is the subject of financial advice on the same financial product;
5.3 a potential ownership or investment interest in, or arrangement for compensation with any entity or individual with which Full House is negotiating a business transaction or arrangement;
5.4 received is entitled to receive a non-cash incentive or other indirect consideration.

C. RESPONSIBLE PERSON

1. The Managing Director (“MD”) together with the Financial Director (“FD”) of Full House or their nominees shall either themselves ensure OR shall appoint a Responsible Person that shall ensure that this Policy is implemented, applied and that the requirements of this Policy of are met.

D. CONFLICT MANAGEMENT PROCESS

1. All Interested Persons must immediately disclose to the Responsible Person in writing any Conflicts of Interest that they become aware of, as well as any Personal Interest that may lead to a Conflict of Interest. Disclosure in terms of this clause shall include a possible Conflict of Interest or Personal Interest pertaining to another Interested Person.
2. Notwithstanding disclosure in terms of clause 3.1 above, the Responsible Person must take steps to identify and investigate any possible Conflict of Interest that comes to his/her attention or that can reasonably be expected to exist taken the circumstances under consideration.
3. The Responsible Person must deal with any Conflict of Interest that is brought to his attention in any manner whatsoever in the following manner:

3.1 Investigate whether the circumstances meet the definition of Conflict of Interest in terms of this Policy; and if so:
3.2 Investigate alternatives to a proposed transaction, contract or arrangement that is the subject of a Conflict of Interest;
3.3 After exercising due diligence, determine whether Full House can obtain a more advantageous transaction, contract or arrangement with reasonable efforts from a person or entity that would not give rise to a Conflict of Interest; and
3.4 If a more advantageous transaction, contract or arrangement is not reasonably attained under circumstances that would not give rise to a Conflict of Interest, the Responsible Person shall determine whether the transaction, contract or arrangement is in the best interest of Full House and any affected customer(s), and accordingly make his/her decision as to whether to enter into the transaction, contract or arrangement in conformity with such determination.

4. If a Conflict of Interest is only disclosed or becomes known after Full House has entered into the transaction, contract or arrangement that is the subject of a Conflict of Interest, the Responsible Person must refer the matter to the MD and FD who will make the appropriate decisions in relation to that transaction, contract or arrangement, after consultation with the Responsible Person.
5. All Conflicts of Interest reviewed by the Responsible Person and any decisions taken in response to such review must be documented by the Responsible Person and reported to the MD and FD.

E. CONSEQUENCES OF NON-COMPLIANCE

1. If an Interested Person or representative fails to comply with the provisions of this Policy, he/she may at the discretion of the Responsible Person, together with the MD and FD, face disciplinary charges or any other sanction deemed appropriate.

F. DISCLOSURE REQUIREMENTS

1. Where appropriate or deemed necessary, Full House shall disclose a Conflict of Interest to third parties, including customers. It is acknowledged that while disclosure alone will often not be enough, disclosure shall be treated as an integral part of managing conflicts of interest. Full House or its representative shall ensure that customers are adequately informed about any Conflicts of Interest that may affect the provision of financial services to them.
2. Disclosure about Conflicts of Interest should always:

2.1 be timely, prominent, specific and meaningful to the customer;
2.2 occur before or when the financial service is provided, but in any case at a time that allows the customer a reasonable time to
assess its affect;
2.3 refer to the specific service to which the conflict relates;
2.4 Afford the customer the opportunity to decide for him/herself whether the Conflict of Interest is significant and to what extent he/she will rely on the advice.

G. VIOLATION OF THE POLICY

1. If there is reason to believe that an Interested Person has failed to disclose actual or possible conflicts of interest, the MD, FD and the Responsible Person shall afford that person the opportunity to explain the alleged failure to disclose
2. If after hearing the response of the Interested Person and making such further enquiries as may be warranted in the circumstances, the MD, FD and the Responsible Person determine that the Interested Person has in fact failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.

H. REVIEW OF THE POLICY

1. This policy will be regularly reviewed, internally or by an outside party such as an auditor or compliance officer, and where necessary, updated to ensure that the arrangements remain adequate to identify, assess, evaluate and successfully control Conflicts of Interest.
2. The Responsible Person must oversee this Policy and ensure that it meets all legal requirements.

I. ASSOCIATES

1. The following entities are, as at the date of this Policy, associates of Full House Retail (Pty) Limited, as defined: