1. PURPOSE OF THE POLICY

The General Code of Conduct for Authorised Financial Service Providers and Representatives (“the Code”) issued under the Financial Advisory and Intermediary Services Act, 2000 (Act No. 37 of 2002) (“FAIS”), requires financial service providers to have a Conflict of Interest Management Policy in place to ensure that conflict of interest is managed appropriately in the business.

The purpose of this policy is to assist the FSP and its employees to identify potential and actual conflict of interest and manage it appropriately.

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2. POLICY STATEMENT

The FSP is committed to avoiding, and where this is not possible, mitigating any conflict of interest that may arise between The FSP, as a financial service provider (and/or its representatives), and its policyholders when rendering financial services.

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3. WHO IS SUBJECT TO THE POLICY?

The FSP, its employees and all representatives contracted to the FSP (“FAIS representatives”) are bound by this policy.

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4. WHAT IS A CONFLICT OF INTEREST?

“Conflict of interest” is any situation, including financial interest, ownership interest, or any relationship with a third party, in which a provider or FAIS representative has actual or potential interest that may:

• influence the objective fulfilment of obligations to a client;
• influence the offering of unbiased and fair advice or service to a client; or
• prevent the provider or FAIS representative from acting in the best interests of a client.

This may include:

• real or perceived financial gain resulting from recommendations to our clients that prejudice the client;
• an outcome of service delivery or transaction that may not best serve the interests of the client;
• non-cash incentives that may be received by the business as a result of affecting any predetermined transaction and/ or product; and
• effecting a transaction and/ or product that may benefit a party other than the client.

Annexure A lists financial interests that are allowed; financial interest that are allowed, but subject to prior approval and the total expenditure not exceeding R1000.00 per FAIS representative during any one year; financial interests that are disallowed; and financial interests that are not subject to the Code and therefore does not require any prior approval in terms of this Policy.

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5. MECHANISMS FOR IDENTIFYING CONFLICTS OF INTEREST

The “trust test” must be applied to identify and establish conflict of interest. The “trust test” entails enquiring whether one’s clients or the public would trust one’s judgment if they knew that one was involved in a particular situation or activity. If the answer to this enquiry is “yes”, then the situation or activity does not give rise to a conflict of interest. However, if the answer is “no” or “maybe”, then that particular situation or activity is likely to give rise to an actual or potential conflict of interest.

Irrespective of the “trust test”, a conflict of interest will be deemed to have arisen if the FSP provides “disallowed financial interest” as listed in Annexure A or incurs expenditure in excess of R1000.00 per FAIS representative per annum.

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6. MEASURES FOR AVOIDANCE OR MITIGATION OF CONFLICTS OF INTEREST

All expenditure incurred that forms part of “immaterial financial interest” will require the written consent of the Key Individual and must be recorded in relevant conflict of interest register.

“Immaterial financial interest” is a financial interest with an aggregate value of R1000.00 or less, given to or received from the same FAIS representative, in any given year.

In exercising his discretion, the Key Individual must have regard to:

• the relevant conflict of interest register;
• any commission regulations or other laws which may be breached by the receipt of such gift or entertainment; and
• a written statement from the giver explaining the reason for and purpose of the entertainment or gift that must accompany any request for authorisation.

If it has been established that a particular situation or activity gives rise to a conflict of interest, one must avoid that situation or refrain from that activity. However, if it is not possible to avoid the situation or refrain from the activity that gives rise to a conflict of interest, as confirmed by the Key Individual, the FSP shall, prior to approving the relevant situation or activity:

• establish the extent to which a specific intermediary is conflicted, i.e. the extent to which the intermediary acts on behalf of the FSP whilst also acting on behalf of a client of the FSP;
• establish the extent to which the FSP’s reputation would be damaged, if the situation or activity giving rise to a conflict of interest were to be brought to the public’s attention;
• establish the estimated direct financial impact that a particular situation or activity would have on the FSP;
• consider how the financial interest is likely to affect the policyholder; and
• consider whether the FSP has an appetite to assume the risk, in light of the answers to the above considerations.

Decisions pertaining to particular potential conflict of interest situations that fall within the definition of a “material conflict” of interest must be taken in consultation with the Executive Head of the affected Business Unit. “Material conflict” is a conflict of interest whose monetary value exceeds R1 000.00 or that will directly impact the FSP’s reputation.

Once it is decided that a conflict of interest is inevitable, the Head of the affected Business Unit must ensure that the effect of such conflict is mitigated by putting mitigation measures in place, including:

• cost-sharing; or
• delivering a written communication to the relevant FSP, bringing the conflict of interest to the FSP’s attention; and/ or
• requesting that the FSP puts mitigating measures in place, including proactively disclosing the inevitable conflict to affected policyholders, in line with its conflict of interest management policy or in accordance with the Code if the policy is not yet in place.

Each FAIS representative has a duty to track any immaterial financial interest given to him or her by the FSP, and to advise the Key Individual accordingly, as soon as the expenditure reaches R1000.00 in that particular year.

Where a conflict is identified, and a decision is made in respect of the management thereof, the nature of the decision must be communicated to the FSP in writing as soon as possible. The FSP must in turn disclose the conflict to the policyholder. This applies regardless of whether the decision was made to cease with the relevant activity or continue therewith despite the existence of the conflict or potential conflict. It is important for the preservation of the corporate integrity of the FSP that these disclosures are made at all times.

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7. CONFLICT OF INTEREST INTERNAL CONTROLS

To manage conflicts of interest, the FSP must maintain a conflict of interest register.

The conflict of interest register must be accessible by key employees identified by the business.

The Key Individual must designate a person responsible for the maintenance of the register, who will be consulted by all employees prior to incurring expenditure in respect of a particular FAIS representative.

The FSP employees must disclose, to the person responsible for the relevant register, any immaterial financial interest or financial interest, as defined above, received from or given to a FAIS representative. This disclosure must be made within one week after the relevant activity has taken place. Details regarding supporting documentation, such as receipts, must also be disclosed and recorded in the conflict of interest register.

A person responsible for the maintenance of a conflict of interest register must record disclosures made, in accordance with the paragraph above, in the register, without delay.

The conflict of interest registers will be audited by the FSP’s Legal Compliance Function annually for the purpose of determining whether any financial interest given or received exceeded the aggregate value of R1 000.00 per FAIS representative and to determine whether any expenditure is duplicated across the respective conflict of interest registers.

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8. REPORTING OF CONFLICTS OF INTEREST

The outcome of the conflict of interest register audit shall be reported to the directors of the business, the FAIS compliance officer and the FAIS-appointed key individual of the FSP.

Any individual who has engaged in activities that have given rise to conflict of interest situations are obliged to disclose to the FSP’s key individual the detail pertaining to such activities, including the mitigation measures taken. This will be done on a quarterly basis and must include recommendations regarding steps that will be taken to avoid a recurrence of such conflict of interest situations.

Discussions regarding conflicts of interest by the Executive Committee during their committee meetings must be recorded in the minutes of such meetings. The relevant extracts of the minutes must be made available to the FAIS compliance officer upon request, for the purpose of enabling the FAIS compliance officer to report on compliance with this Policy, as required by the Code.

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9. CONSEQUENCES OF NOT ADHERING TO THE POLICY

Violation of this Policy by an employee of the FSP may result in disciplinary action being taken against the employee, in accordance with the FSP’s Disciplinary Code as amended from time to time.

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10. CONSEQUENCES OF WITHHOLDING INFORMATION OR INACCURATE INFORMATION

Provision of false or misleading information or concealment of material facts relating to activities logged or that must be logged in a conflict of interest register is, in addition to being a disciplinary action, a punishable offence. Such conduct can, on conviction, lead to a fine of up to R10 million or imprisonment for up to 10 years.

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11. THE FSP’S ASSOCIATES

Conducting business with or via an “associate”, as defined in the Code, may inherently give rise to a conflict of interest, thus the FSP is required by the Code to make a list of its associates available to interested parties, together with this policy. The FSP structure, in which the FSP’s associates are listed, is attached as Annexure “B”.

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12. STAFF TRAINING AND GENERAL AWARENESS

All the company’s staff must be trained on this policy.

A copy of the policy must be provided to each staff member and FSP, and updated versions must be circulated as and when they are updated.

Moreover, all clients – existing and future, must be made aware of the existence of this policy. The policy must be made available by the FSP for easy access.

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13. REVIEW OF THE POLICY

This policy shall be reviewed by Senior Management, Key Individuals and the FAIS compliance officer annually and any changes to this policy shall be communicated to all staff and FSPs.

Frequency of Review: Annually
Version: June 2026
Next Review Date: June 2027

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ANNEXURE A

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ANNEXURE B

Associates Register.

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ANNEXURE C

Conflict of Interest Register.