Conflicts Policy – Summary

General Statement

This document sets out the policy of Brandon Hill Capital Limited (BHC) to effectively manage the conflicts of interest that may arise where it provides services to clients in the course of carrying on its regulated activities. The policy is designed to fulfil BHC’s obligations under the rules of the Financial Conduct Authority (FCA Rules) which implement the Markets in Financial Instruments Directive (MiFID). This document is prepared and published in order to comply with the FCA Rules and is not intended to create third party rights or duties or form part of any contractual agreement between BHC and any client. This policy may be reviewed and amended at any time.

BHC’s Services

The services offered by BHC are primarily designed for institutional and private investors (as appropriate) and include investment management and advisory services. BHC acknowledges that its clients’ interests will always take priority to its own interests and will continue to be actively monitored.

BHC or any associate or any party to whom it may have delegated its functions (a Delegate), may without prior reference to a client, effect transactions in which BHC or associate or Delegate has, directly or indirectly, a material interest or a relationship of any description with another party, which may involve a potential conflict with BHC duty to the client. In the event of any such transaction, however, BHC will ensure that:

  1. such transactions are effected on normal commercial terms negotiated at arms length and on terms which are not materially less favourable to the client than if the potential conflict had not existed;
  2. such transactions do not adversely affect the performance of the firm’s duties and responsibilities to the client; and
  3. it takes reasonable steps to ensure fair treatment for the client in accordance with the FCA Rules.

Identification of conflicts of interest

The circumstances which should be treated as giving rise to conflicts of interest include all cases where there is:

  1. a conflict between the interests of BHC, an individual member of staff, certain persons directly or indirectly connected to BHC; and the duty that BHC owes to a client; or
  2. a conflict between the differing interests of two or more clients, as BHC owes a separate duty to each of them. Conflicts may arise and all BHC staff must take into account whether any of the persons described at (1) above:
    1. is likely to make a financial gain, or avoid a financial loss, at the expense of the client;
    2. has an interest in the outcome of a service provided to the client or of a transaction carried out on behalf of the client, which is distinct from the client’s interest in that outcome;
    3. has a financial or other incentive to favour the interest of another client or group of clients over the interests of the client;
    4. carries on the same business as the client; or
    5. receives or will receive from a person other than the client an inducement in relation to a service provided to the client, in the form of monies, goods or services, other than the standard commission or fee for that service.

Reporting conflicts of interest

Any suspected conflicts of interest situations should be reported immediately to BHC’s Compliance Officer.

Record of conflicts of interest

BHC will keep a record of the services and activities carried out by, or on behalf of, BHC in which a conflict of interest leading to a material risk of damage to the interest of one or more clients has arisen, or may arise. This record will be updated regularly.

Inducements and gifts

No BHC employee may accept from, or give to, any person any gift or other benefit that cannot properly be regarded as justifiable in all the circumstances. Employees may not accept gifts from, or provide gifts to, an individual or firm with whom they conduct, or intend to conduct, business on behalf of BHC unless it can be demonstrated that no conflict of interest is created by doing so. Entertainment provided by an employee must fall within the expenses policy of BHC and should not create any conflict of interest. Entertainment accepted by an employee should be appropriate and the acceptance of such entertainment should not create any conflict of interest. This rule applies even if the direct recipient of the gift or other benefit is the spouse or a child of the employee. The provision or acceptance of gifts and entertainment should be consistent and proportionate with the corporate relationship. All gifts and entertainment received by BHC staff will be a recorded on a register by BHC’s Compliance Officer.

Personal Account dealing

Employees may only undertake personal investment activities that do not breach applicable law or regulations, do not unduly distract from their employment responsibilities and do not create an unacceptable risk to the company’s reputation. Transactions should also be free from business and ethical conflicts of interest. Employees must never misuse proprietary or client confidential information in their personal dealings and must ensure that clients are never disadvantaged as a result of their dealings. BHC’s Personal Account Dealing Policy has been established to ensure that personal account dealing by members of staff comply with this policy. This includes a requirement for pre-deal approval from the independent Compliance function for investments in market traded shares or stocks, debt instruments, warrants or depositary receipts, options or futures and contracts for differences on securities. Specifically, dealing is prohibited in certain situations, including investment in any security or in-house fund where the employee is party or privy to the pricing of that security or in-house fund.

Portfolio management and investment recommendations

There is total independence between investment decisions/recommendations and the remuneration of BHC’s fund managers. BHC’s fund managers rely on a policy of independence from its providers of investment research and analysis. This is to ensure that when they make investment decisions/recommendation they are not influenced by any external factors.Any investment decisions/recommendations are fully documented so that any potential conflicts of interest are disclosed at the time and BHC documents how it intends to avoid or manage the conflict with regard to all facts known at that time.

Managing conflicts of interest

In the circumstances, it may not be possible to prevent conflicts of interest from arising. In that case, BHC will endeavour to manage the conflict of interests by:

  1. disclosure to the client;
  2. establishing an information barrier;
  3. independent oversight; or
  4. declining to provide the service.

Disclosure to the client

BHC will clearly disclose the general nature and source of the conflict of interest to the client before undertaking business for the client. The disclosure will be made in writing and include sufficient detail to enable the client to take an informed decision about the service in the context of which the conflict of interest has arisen.

Information Barriers

When BHC establishes and maintains a an information barrier, it is creating a requirement that information held by one part of the business to be withheld from, or not used by, persons in another part of the business. The use of an information barrier will be established and enforced by BHC’s Compliance Officer. It will include the segregation of data and computer systems, as well as physical segregation of staff.

Independent Review

Where a conflict of interest arises as a result of the day-to-day management of clients’ portfolios, typically involving dealing in illiquid securities, the fund manager is required to document the rationale for the investment decision taken and, where relevant, the allocation between clients’ portfolios. For portfolios investing in property where it may not be possible to allocate a holding between clients, the matter is reviewed taking into account various factors including the different requirements of each client’s portfolio.

Declining to provide the service

Where it is not possible to avoid or manage a conflict of interest BHC may decline to provide the service requested.


BHC will review this Conflicts of Interest Policy at least annually, and where appropriate, on an ad hoc basis, to ensure it adequately reflects the types of conflicts that may arise, and how BHC manages those conflicts.

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