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GPP ISA Terms and Conditions

Global Prime Partners Ltd, registration number 06962351 whose registered office is at 101 Wigmore Street, London W1U 1QU, authorised and regulated by the FCA, firm reference number 533039 (“GPP”, “we”, “our” or “us”).

You are an ISA client or potential client of ours and are the recipient of these Terms and Conditions (“you”, “your” and “yours”).

These Terms and Conditions are governed by the law of England and Wales and are subject to the exclusive jurisdiction of the Courts of England and Wales.

All communications between you and GPP will be in English.

Once you have submitted a signed ISA Application, the below Terms and Conditions will have deemed to be accepted for all intended purposes. Upon this acceptance, and in consideration of the mutual benefits set out below, the following terms apply.

Defined Terms

Crown Employee/Spouse” means a non-resident having general earnings from serving overseas subject to UK tax by virtue of Section 28 Income Tax (Earnings and Pensions) Act 2003, or a person married to or in a civil partnership with such an individual.

FCA” means the Financial Conduct Authority or any successor or predecessor body “FCA Rules” means the FCA’s Handbook of rules and guidance as amended from time to time

HMRC” means Her Majesty’s Revenue & Customs or such other taxing authority as may succeed it from time to time.

Independent Financial Advisor” means professionals who offer independent advice on financial matters.

ISA” means Individual Savings Account opened in accordance with the Regulations.

ISA Account/GPP ISA Account” means your Stocks and Shares ISA opened with GPP.

ISA Application” means an accurately completed application form to open an ISA Account with us

Qualifying Investments” means those investments, including where relevant cash, which under the Regulations are qualifying investments for the purposes of a stocks and shares ISA, with the exception of holdings registered in the United States.

Regulations” means the Individual Savings Account Regulations 1998, as amended or replaced, and any other applicable statutes and regulations.

Rules” means HMRC Rules and Regulations as amended or replaced

Subscription” means any contribution made by you to an ISA Account during a Tax Year that counts towards the annual ISA allowance under the Rules and Regulations.

Tax Year” means a year beginning on 6 April in any one year and ending on 5 April of the following year.

1. Eligibility

a)  To subscribe to a GPP ISA Account you must be aged 18 or over and be resident or ordinarily resident for tax purposes in the United Kingdom or be a non-resident Crown Employee /Spouse.

b)  You shall promptly notify GPP in writing of any change of address or United Kingdom taxation status which may render you ineligible to subscribe further to the ISA Account. You shall inform GPP immediately if you cease to be a UK resident for tax purposes, or if being a non-resident you cease to qualify as a Crown Employee/Spouse.

c)  Investments eligible for inclusion in the GPP ISA Account are restricted to Qualifying Investments.

d)  Provided that your application is approved by GPP, your ISA Account will open upon receipt by GPP, of a duly completed application.

e)  Your ISA Account will cover the current tax year and remain open for subsequent tax years in which GPP receives a subscription from you, subject to any changes in legislation.

f)  Your National Insurance Number and date of birth must be quoted on your application form.
(i) You may subscribe up to the allowable limit in each tax year, but the limit is subject to legislative change.

g)  GPP will notify you if for any reason you fail to satisfy the Regulations and that an ISA Account has, or will, become void. GPP will not be responsible or liable for any loss that occurs should a termination of an ISA Account be required.

h)  Qualifying Investments to your ISA Account must either comprise cash subscriptions, transferred cash or Qualifying Investments. It is your responsibility to determine whether any Qualifying Investments you wish to transfer to your ISA Account meet these criteria.

i)  If a non-qualifying investment is bought by on or behalf of the ISA Account, GPP shall be entitled to transfer it to your trading account (without notice). Such transfer will be treated as a withdrawal from the ISA Account.

j)  You must not subscribe and have not subscribed to another stocks and shares ISA in the same tax year applicable to the same stocks and shares.

k)  You must not have exceeded the overall subscription limit in the tax year in which you apply to open your ISA Account.

2. Appointment

Under the Regulations GPP will provide account management and administration services for your investments held within an ISA Account. You appoint us to provide services in accordance with the applicable Rules and Regulations and otherwise as set out in these Terms and Conditions.

3. Beneficial Ownership

a)  You will remain the beneficial owner of the investments held in your ISA Account and the investments will not be used as security for a loan.

b)  Share certificates or other documents evidencing title to your investments will be held by us or as we may direct.

4. Investments

a)  You authorise GPP to recover from the HMRC such tax credits on dividends that are reclaimable for the credit of the ISA Account.

b)  All Qualifying Investments acquired on your behalf and in accordance with your instructions, which are subsequently found to be non-qualifying, HMRC may require the money or investment to be removed from your ISA Account and any losses or profits will be for your ISA Account.

c)  The title to any investments in your ISA Account may be registered in:
(i) our name;
(ii) the name of our nominee;
(iii) jointly in our name and your name; or
(iv) jointly in the name of our nominee and your name.

5. Cash and Custody

a)  All cash received in your ISA Account including subscriptions, monies pending investment, any balance of un-invested cash, cash resulting from the transfer in of an ISA, income payments, dividends, tax repayment or the proceeds of sale of investments will be held in a designated client ISA Account by GPP in accordance with the FCA Rules.

b)  GPP will only retain cash within your ISA Account for the purpose of applying it on your behalf to purchase your chosen investments.

c)  Dividends, interest payments and cash entitlements received in a currency other than Sterling will be converted to sterling as soon as reasonably practicable. We shall be entitled to charge you any foreign currency costs. The exchange rate used will be the appropriate prevailing commercial rate available from GPP’s bankers. GPP will round down to the nearest pound all converted dividends, interest payments and cash entitlements and shall be entitled to retain any amounts arising out of this rounding process for their own account.

d)  Dividends, interest payments and cash entitlements due to you will be paid promptly to your ISA Account.

e) Your subscriptions or transfer proceeds will be deposited, awaiting investment, in a client money bank account with an approved bank selected by GPP. The money will be held in trust which means that in the event of GPP becoming insolvent, the money will be protected from any claims by the creditors of GPP. Interest will not be paid to you in respect of such deposits. GPP is not responsible for default by any bank which holds cash for your ISA Account. This means that if the bank were to become insolvent while your cash was held pending investment, you may lose some or all of it. However, you may be entitled to compensation as detailed in Section 19 of these Terms and Conditions.

6. Fees and Expenses

a)  An administration fee may be levied for corporate action services under section 14.

b)  GPP cannot reclaim the income tax from HMRC that is deducted from the income payment of an investment that earns its income primarily from dividends paid to it on the underlying investments.

c)  Tax is subject to individual circumstances and tax legislation may be subject to change in the future.

7. Liability and Delegation

a)  GPP shall not be responsible for any loss or damage or depreciation in value of the ISA Account or for its failing to produce a return on capital invested howsoever arising except insofar as the loss, damage or depreciation results directly from the fraud or wilful default or neglect of GPP or by reason of breach of any of the Rules and Regulations.

b)  You acknowledge that the value of, and income from, any investment in the market may fall as well as rise and you may not get back the amount originally invested.

c)  You also acknowledge that we have not given any advice as to the suitability of this investment service for you. You should consult an Independent Financial Advisor if you have any doubt that this investment service may not be suitable for you.

d)  GPP shall not delegate any of our functions or responsibilities in respect of your ISA Account unless we are satisfied that the person to whom we may delegate is competent to carry out those functions or responsibilities.

8. Subscriptions, Withdrawals, Terminations and Transfers

a)  Subscriptions may be made at any time to your ISA Account subject to the maximum annual subscription permitted by the Rules and Regulations.

b)  Transfers to us must be from an ISA registered in your name.

c)  Subject to the Rules and Regulations, the settlement of outstanding investment transaction(s), and any tax liabilities, charges and expenses, you may withdraw part or all of the investments in your ISA Account at any time by giving us written instructions. Such withdrawal will take place as soon as reasonably practicable.

d)  In the event of a withdrawal from your ISA Account any annual charges paid to us will not be repaid to you whether in whole or in part.

e)  You may apply to transfer either the whole of an existing current years ISA to us, or the whole of your previous years’ ISA’s, in accordance with the Rules and Regulations. Your application to transfer an ISA will need to be made in conjunction with an application to open an ISA Account with us.

f)  At your request the ISA Account and all rights and obligations of the parties hereto may be transferred to another account manager by you giving notice in writing to us and on receipt of written confirmation from the new plan manager, accepting the Account.

g)  If you wish to transfer your ISA Account out to a new ISA plan manager partially or in full, we will transfer your investments to a different ISA plan manager within 30 days of receiving written instructions to that effect, provided that all fees and charges have been paid in full.

h)  You shall be entitled to transfer your ISA Account, fully or in part, or make withdrawals without restriction.

i)  If your ISA Account holds units in or shares of a UK UCITS, recognised UCITS or non-UCITS retail scheme, and dealings in the units or shares are suspended in accordance with Rule 7.2 of COLL, or any direct foreign equivalent of that Rule, we may extend the period for fulfilling a transfer or withdrawal instruction to 7 days after the end of such suspension.

j)  We may terminate the ISA Account in the event that: GPP ceases or intends to cease to be an ISA manager or where it is no longer possible, practical or reasonable for GPP to manage the ISA in which event we shall provide you with 30 days prior notice. If you materially breach these Terms and Conditions or we reasonably consider that you have committed fraud or we reasonably suspect fraud we shall be entitled to terminate forthwith.

k)  We may at our discretion complete any transactions commenced prior to receipt of a notice of termination.

l)  We shall notify you if by reason of failure to comply with the Rules and Regulations, the ISA Account has or will become void.

m)  Partial sales of stock or withdrawals will be deemed to be capital for taxation purposes.

n)  In the event that you terminate your ISA Account, any interest accumulated during that quarter will not be calculated nor applied to the ISA Account before account closure.

o)  We offer no advice in respect of the investments you purchase within your ISA Account.

p)  Where you subscribe to an ISA component in more than one tax year, each year’s Subscription will be merged together as one portfolio, however, if there is a break in your Subscriptions such that no Subscription is made to that ISA Account in a given tax year, you will need to make a new ISA Application.

q)  Cancellation and Withdrawal of your ISA Account will be permitted within the first 14 days after successfully applying for an ISA Account with us. If you cancel without making a subscription to your ISA Account, the Rules and Regulations permit you to retain an ISA subscription allowance for the current tax year.

r)  If you subscribe by transferring funds or assets into the ISA Account or transfer an existing ISA into your new ISA with us, you will be deemed to have invested in the ISA for that tax year. If you cancel your ISA and do not transfer it to another provider you will lose your subscription allowance for that tax year.

11. Death

a)  When GPP are notified that you have died and the date of death was on or before 5 April 2018, we will terminate your ISA in accordance with Rules and Regulations and your investments will be converted to shares held outside of an ISA Account in the same fund(s). Any income tax credits received after the date of death will be returned to HMRC by us.

b)  Shares will continue to be held by GPP until proof of death and proof of entitlement has been received by us. Any income generated will be held within a non interest bearing client money account until it can be released. On receipt of the death certificate, the sealed grant of probate and/or other documents required by GPP, your shares can be either:

(i) transferred to your personal representatives or named beneficiaries (GPP may require verification of their identity in order to meet our obligations under UK anti- money laundering rules); or
(ii) sold and the proceeds paid out in accordance with these Terms and Conditions which are binding on your personal representatives.

Your personal representatives must account for any tax that may be due.

c) When GPP are notified that you have died and the date of death was on or after 6 April 2018, we will designate your ISA Account as a “continuing account of a deceased investor” in accordance with Rules and Regulations. Your ISA Account will remain as a “continuing account of a deceased investor” until the earlier of:

(i) The completion of the administration of your estate;
(ii) the closure of your ISA Account; and
(iii) the third anniversary of your death.

GPP are not required to check with your executors if or when the administration of your estate has been completed.

d) While your ISA Account is a “continuing account of a deceased investor”, no subscriptions may be made into it but the existing investments will continue to benefit from ISA tax advantages. This means that any interest, dividends or gains in respect of your investments will be exempt from tax.

e)  If the administration of your estate has not been completed by the third anniversary of your death, then your ISA Account will cease to be a “continuing account of a deceased investor”. This means that the investments in your ISA Account are no longer held in an ISA wrapper and subsequent income or gains on your investments will become taxable.

f)  Personal representatives appointed to administer your estate are not entitled to:

(i) apply to GPP to change a stocks and shares ISA into a cash ISA or vice versa; or
(ii) request the transfer of a“continuing account of a deceased investor”held with GPP to an alternative ISA manager.

g) In addition to the annual ISA subscription allowance, an additional permitted subscription (APS) allowance is available to the surviving spouse or civil partner of a deceased ISA investor, where the ISA investor died on, or after, 3 December 2014. Subject to specific terms and conditions as specified in the ISA APS application form, this allowance allows the surviving spouse or civil partner to make subscriptions into an ISA:

(i)  if the investor died on or before 5 April 2018, up to the value of the deceased ISA investor’s ISA holdings at the date of death; or
(ii)  if the investor died on or after 6 April 2018, up to the higher of the value of the deceased ISA investor’s ISA holdings at the date of death or at the point the ISA ceased to be a “continuing account of a deceased investor”.

12. Records of Your Account

GPP will make all such returns to HMRC for the purposes of taxation and provide all taxation and certificate details to you, on receipt of a written request, as may be required under the Rules and Regulations.

13. General

GPP reserve the right to refuse any application to subscribe to an ISA or open an Account without giving a reason for so doing.

14. Corporate Action

a)  If you elect to do so, we will arrange for you to receive a copy of the annual report and accounts issued by every company or other concern in respect of investments held in your ISA Account.

b)  If you elect to do so in respect of your investments, we will arrange for you to be able to:

(i) attend shareholders’, securities holders’ or unit holders’ meetings to vote; and
(ii) receive, in addition to the annual report and accounts, any other information issued to shareholders, securities holders or unit holders.

15. Notices, Instructions and Information

a)  Notices and instructions to GPP must be in English. Notices and instructions must be in writing and signed by you.

b)  Notices and other documents to be given to you will be posted to your last registered address for your ISA Account and will be considered received by you three days after posting.

c)  Before GPP acts on an instruction, GPP will take reasonable steps to check that the instruction is genuine (in other words given by you) and clear. Unless the person giving the instruction is an employee or agent of GPP, GPP will treat an instruction as genuine if:

(i)  it is given in a document (for example a cheque) that has a signature on it which GPP reasonably believe is your signature or that of any person notified by you to us as authorised to give instructions on your behalf;
(ii)  we are satisfied that you(or a person notified by you to GPP who has been authorised to give instruction on your behalf) are who you say you are when you give us instructions in person; or
(iii)  we believe in good faith that the instruction is from you or any authorised person and there are no circumstances GPP are, or should reasonably be, aware of that cast doubt on the identity of the person giving the instruction.

d)  You must provide GPP with all information which it reasonably requests in respect of your ISA Account and, in particular, you must immediately write and tell GPP about any change of tax status or other change in your circumstances, such as if you are no longer resident in the UK for some or most of the time.

16. Changes to Terms and Conditions

a)  GPP may change these Terms and Conditions, subject to giving at least 30 days’ notice to you in writing, (although we may have to give you less where this is as a result of changes to FCA Rules, the Rules, the Regulations, or to other relevant changes in law and where we have not received more notice of the changes ourselves), and providing that such change does not breach any rules or regulations.

b)  GPP can amend these Terms and Conditions for the following reasons:

(i)  to reflect changes in tax, regulations, other relevant UK or European legislation or reporting requirements;
(ii)  to reflect improvements or enhancements to the existing services we provide;
(iii)  to respond proportionately to change in circumstances or the occurrence of any event, which is outside of our control and means that the Terms and Conditions operate in a way that is unfair to you or other investors in the ISA Account;
(iv)  to reflect a relevant recommendation, requirement or decision of any court, ombudsman, regulator or similar body;
(v)  to make changes to the investments available in accordance with theseTerms and Conditions or make new types of investments available;
(vi)  to reflect reasonable changes to the services provided by third parties appointed by us or the appointment by us of alternative third parties;

c) If you do not agree with the changes that we are proposing to make you may close or transfer your ISA Account in accordance with these Terms and Conditions. GPP will not charge you for terminating in these circumstances.

17. FCA

The FCA can be contacted at:

Financial Conduct Authority
12 Endeavour Square
E20 1JN
United Kingdom.
Telephone from UK: 0800 111 6768
Telephone from overseas: +44 (0)20 7066 1000

18. Complaints

a)  If you are not satisfied with any aspect of the service that you have received from GPP, you can write to us at the address provided above. We have a written complaints handling procedure, a copy of which is available on request.

b)  We try to resolve all complaints to your satisfaction. However, if you’re unhappy after receiving our final response, you may wish to refer it to the Financial Services Ombudsman. You will need to do this within six months of the date of our letter.

c)  Complaints GPP are unable to settle may be referred to:

Financial Ombudsman Service
E14 9SR
United Kingdom.
Telephone: 0300 1239 123 / 0800 0 234 567

Making a complaint will not prejudice your right to take legal proceedings.

19. Compensation

a)  GPP is covered by the Financial Services Compensation Scheme. You may be entitled to compensation from the scheme if we cannot meet our or their obligations.

b)  This depends on the type of investment business and the circumstances of the claim. Most types of investment business are covered for 100% up to a maximum compensation of £85,000.

c) Cash deposits are covered for 100% up to a maximum compensation of £85,000. The amounts in this section may be changed by the Government from time to time.

d) Further information about compensation arrangements is available from:

Financial Services Compensation Scheme
10th Floor, Beaufort House
15 St Botolph Street,
London, EC3A 7QU
United Kingdom
Telephone: 0800 678 1100 / 0207 741 4100