Exclusion of

Liability

These 'Exclusion of Liability' provisions should be read carefully as they exclude or limit our legal liability in connection with your use of this website. Nothing in these terms and conditions and in particular within the 'Exclusion of Liability' clauses shall attempt to exclude liability that is not permissible under applicable law, including without limitation, for death or personal injury, or for fraudulent misrepresentation.

Nothing in these terms and conditions shall exclude or limit or restrict our duties and liabilities to you under the Financial Services and Markets Act 2000, or any conduct of business rules which we are bound to comply with.

While we have taken all reasonable steps to ensure the accuracy and completeness of the content of the website, we exclude any warranties, undertakings or representations (either express or implied) to the full extent permitted under applicable law, that the website or (including without limitation) all or any part of the content or materials, accuracy, availability or completeness of the content of the website or any part of the content or materials are appropriate or available for use either in the United Kingdom or in other jurisdictions. If you use this website from other jurisdictions, you are responsible for compliance with applicable local laws.

We accept no liability (including without limitation) in either contract, tort, negligence, statutory duty or otherwise (to the maximum extent permitted by applicable law) arising out of the use of or access to this website (which includes without limitation) any errors or omissions contained in this website or if the website is unavailable and we shall not be liable for any direct or indirect:

• economic losses (including without limitation loss of revenues, data, profits, contracts, use, opportunity, business or anticipated savings);
• loss of goodwill or reputation;
• special, incidental, consequential loss or damage, suffered or incurred arising out of or in connection with your use of this website and these terms and conditions.

Access to and use of this website is at the user's own risk and we do not warrant that the use of this website or any material downloaded from it will not cause damage to any property, or otherwise minimise or eliminate the inherent risks of the internet including but not limited to loss of data, computer virus infection, spyware, malicious software, trojans and worms. Also, we accept no liability in respect of losses or damages arising out of changes made to the content of this website by unauthorised third parties.

To provide increased value to users of this website, we may provide links to other websites or resources (that are not part of The Royal Bank of Scotland Group) for you to access at your sole discretion. You acknowledge and agree that, as you have chosen to enter the linked website we are not responsible for the availability of such external sites or resources, and do not review or endorse and shall not be responsible or liable, directly or indirectly, for (i) the privacy practices of such websites, (ii) the content of such websites, including (without limitation) any advertising, content, products, goods or other materials or services on or available from such websites or resources or (iii) the use that others make of these websites or resources, nor for any damage, loss or offence caused or alleged to be caused by, or in connection with, the use of or reliance on any such advertising, content, products, goods or other materials or services available on such external websites or resources.

The above limitation or exclusion may not apply to you to the extent that applicable law may not allow the limitation or exclusion of liability for incidental or consequential damages.

Adam &

Company Plc

Registered Office: Adam & Company, 25 St Andrew Square, Edinburgh, EH2 1AF. Registered in Scotland Number 83026.

Adam & Company plc is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.

Adam & Company plc registered in Scotland Number 83026. Financial Services Firm Reference Number 114724.

VAT number: GB 243 8527 52

Consumer

Credit Act

Under the terms of the Consumer Credit Act 1974 you should be aware of the following:

• When clients of Adam & Company plc arrange credit facilities, security and life assurance cover may be required
• Full written credit details are available on request
• All lending is subject to the Bank's appraisal of the applicant's financial status
• Loans and other credit facilities are not available to people under the age of 18
• All overdrafts are repayable on demand

YOUR HOME MAY BE REPOSSESSED IF YOU DO NOT KEEP UP REPAYMENTS ON YOUR MORTGAGE OR ANY OTHER DEBT SECURED ON IT.

CHANGES IN THE EXCHANGE RATE MAY INCREASE THE STERLING EQUIVALENT OF YOUR DEBT.

Home

Loans

For home loans, we may require security over the property. An acceptable life assurance policy may also be required. House Buildings Insurance for reinstatement value may also be required.

YOUR HOME MAY BE REPOSSESSED IF YOU DO NOT KEEP UP REPAYMENTS ON YOUR MORTGAGE.

Annual Equivalent

Rate (AER)

The Annual Equivalent Rate (AER) represents the annual rate effectively received by the client if interest at the gross rate applied during a year remained in the account and itself earned interest. As every advertisement for a savings product, where a rate is displayed, will contain an AER, you will be able to compare more easily what return you can expect from your savings over time.

Insurance

Policies

As with any insurance policy, there are certain situations which are not covered. Please note that full details of the cover, terms and conditions are given in the policy document.

The Lending

Code

Adam & Company plc subscribes to the Lending Code (pdf, 448kb).

Compliance with the Code is independently monitored and enforced by the Lending Standards Board.

Adam & Company

Investment Management Limited

Registered Office: Adam & Company, 25 St Andrew Square, Edinburgh, EH2 1AF. Registered in Scotland No. 102144. Financial Services Firm Reference Number 141831.

Adam & Company Investment Management Limited is authorised and regulated by the Financial Conduct Authority.

In relation to the investment services described the following should be borne in mind:

• Past performance is not necessarily a guide to future performance.
• The value of investments and the income derived therefrom may fall as well as rise and you may not get back the amount that you invest.
• Any investment involving exposure to a currency other than Sterling is subject to changes in the rate of exchange, which may cause the value of the investment to go up, or down.
• Any tax reliefs referred to are those available under current legislation, which may change, and their availability and value will depend on your individual circumstances.
• In the case of some investments, you should be aware that there is no recognised market for them and it may therefore be difficult for you to deal in them or obtain reliable information about their value or the extent of the risks to which they are exposed.
• Whilst a portfolio of investments specially selected to meet your requirements can be expected to perform in a broadly similar way to the market as a whole, some divergence will be experienced, especially over the short to medium term.

In relation to ISAs:

• The taxation privileges of ISAs are not guaranteed and may be changed by legislation.
• In relation to Cash ISAs, deposits are held by Adam & Company plc. Adam & Company Investment Management Limited, the ISA Manager, will act as agent in arranging the deposit. Adam & Company plc has accepted responsibility for the actions of Adam & Company Investment Management Limited with respect to the deposit. Adam & Company plc is a member of the Financial Services Compensation Scheme established under the Financial Services and Markets Act 2000. For further details please see above.

General

Adam & Company plc, Adam & Company Investment Management Limited is a wholly owned subsidiary of Adam & Company Group plc.

Adam & Company Group plc is a wholly owned subsidiary of The Royal Bank of Scotland plc.

Communication

We may monitor, record, store and use any telephone, email or other communication with you (in order to check any instructions given to us, for training purposes, for crime prevention and to improve the quality of our customer service).

Data

Protection

We may ask you to provide your name and personal contact details if you wish more information about our products and services. This data is used to provide you with the information you request, and may be retained to keep you informed by mail or telephone or other reasonable methods of products and services offered by Adam & Company plc. If you would prefer not to receive marketing information, please advise us by writing to Adam & Company, 25 St Andrew Square, Edinburgh, EH2 1AF.

Execution

Policy

This policy is relevant to Retail and Professional clients to whom Adam & Company owes contractual or agency obligations. It sets out our standards and methodology and explains how we ensure business is conducted in line with current regulation and in particular the Markets in Financial Instruments Directive (‘MiFID’) and corresponding Financial Conduct Authority (‘FCA’) rules.

Read the Execution Policy.

Execution

Venue List

This list of execution venues is not exhaustive. We are not required to use these venues on every occasion and therefore we reserve the right to use other execution venues. Where we deem appropriate we may add or remove any execution venues from this list. This list will be reviewed and updated where necessary or on at least an annual basis. You will be notified separately of any material changes to these venues. You are encouraged to therefore refer to the current list of execution venues from time to time.

Read the Execution Venue List.

Complaints

Handling

We aim to enjoy an excellent relationship with all our clients, all of the time. In the unlikely event that you’re in any way unhappy with our service, please contact your Manager. We welcome your feedback at all times. In accordance with the rules of the Financial Conduct Authority, We have established procedures to handle complaints. The information here is also available in hard copy format from our offices.

Receipt of complaints 

We consider 'any expression of dissatisfaction' to be a complaint. Complaints can be made in writing, by email, by fax, at a meeting or by telephone.

Persons responsible for handling complaints 

All complaints will be referred to a Private Banker, Portfolio Manager, a Senior Manager or a Director who, where appropriate, was not directly involved in the subject of the complaint.

Verbal resolution 

The majority of complaints can be resolved promptly and verbally. Where a complaint can be dealt with verbally to your satisfaction, this will be done, where possible, by close of business on the day after the day we receive your complaint.

Written resolution 

All complaints not resolved verbally will be acknowledged in writing promptly. The acknowledgement will give the name and job title of the person handling the complaint and will include a copy of our complaint handling procedures leaflet. If we can give our final response at this stage, we’ll combine this with the acknowledgement.

We try to resolve all complaints as soon as practically possible and provide a final response. We’ll keep you reasonably informed of our progress. Where we haven’t resolved a complaint within eight weeks, we’ll send a response that:

• Explains that we are still not in a position to make a final response, give reasons for the further delay and indicate when we expect to be able to provide a final response
• Informs you that you may refer the complaint to the Financial Ombudsman Service if you are dissatisfied with the delay
• Encloses a copy of the Financial Ombudsman Service's explanatory leaflet.

View our complaint handling leaflet ‘Responding to your concerns’ (pdf)

Our final response will either accept the complaint and, if relevant, offer compensation, refund or reimbursement, or reject the complaint giving full reasons.

The final response will also:

• Inform you that you may refer the complaint to the Financial Ombudsman Service if you are still dissatisfied and that you must do so within six months
• Enclose a copy of the Financial Ombudsman Service's explanatory leaflet (unless this has already been done).

The Financial Ombudsman Service

The Financial Ombudsman Service acts independently of Adam & Company and provides a service as an unbiased adjudicator. The Ombudsman works under 'Terms of Reference' which allow him to deal with complaints about most types of banking/investment business from most types of clients.

The address to write to is:

The Financial Ombudsman Service, Exchange Tower, London E14 9SR
Telephone: 0845 0801800
Website: www.financial-ombudsman.org.uk
Email: enquiries@financial-ombudsman.org.uk

Online Dispute Resolution (ODR)

If you:

(a)   are resident in the EU;

(b)   have purchased a product or service online from a trader established in the EU; and

(c)   are unable to get your complaint resolved satisfactorily,

you can contact the European Commission by accessing the Online Dispute Resolution (ODR) platform at http://ec.europa.eu/odr.  To use this service you will need the following information:

(a)   email address: odrplatform1@adambank.com

(b)   our name: Adam & Company.

The ODR platform will then send your complaint to the FOS for an independent review.

Adam & Company Investment Management Limited (‘Adam Investment’)

Stewardship

Code Policy

Introduction

This sets out the approach of Adam Investment with regards to the Stewardship Code, and how we seek to apply the principles of the code, where applicable.

The Code was adopted by the Financial Reporting Council in 2010.

It is important to note that “the code is directed in the first instance to institutional investors”, whereas Adam Investment’s core business is to manage assets on behalf of individual private clients and charities.

One must also note the relative size of Adam Investment assets under management. We rarely hold significant stakes in companies, but where we do we follow the undernoted principles.

We have outlined below our policy in relation to the various principles:

Principle 1. Institutional investors should publicly disclose their policy on how they will discharge their stewardship responsibilities

When analysing companies, our research seeks to find businesses that are well managed and are taking a long term view, compatible with the time horizon of our underlying clients. We note the quality of management, the clarity of reporting and the reputation of the company before deploying client capital. We will also take a view on social and environmental issues where they may have an impact on long term valuation.

Principle 2. Institutional Investors should have a robust policy on managing conflicts of interest in relation to stewardship which should be publicly disclosed.

Adam Investment has a conflicts of interest policy which always puts client interests first. We give guidance to all investment staff in relation to personal account dealing, corporate entertaining (including gifts and hospitality) and any inside information received. Adam Investment seeks assurance on a regular basis that this policy remains robust and effective.

Principle 3. Institutional Investors should monitor their investee companies

Adam Investment maintains a core list of stocks and funds from which portfolios are populated. All stocks on the list are monitored regularly by the investment team, and research notes are produced on all stocks. Such research covers the way in which companies are managed, their long term strategy and highlights any concerns that we may have with regards to the company.

Should we have material concerns when instigating coverage on a company with regard to their corporate governance or social or environmental issues, it is unlikely that we would invest in the company.  Any such company would also be unlikely to deliver the long term returns that we are seeking to find for our clients.

Principle 4. Institutional Investors should establish clear guidelines on when and how they will escalate their stewardship activities

Adam Investment would seek to escalate concerns with management as part of the ongoing due diligence process. As noted above, the size of our positions usually ensures that such concerns may not be material. If we feel that our concerns have not been addressed we would seek to sell our holdings in such a company.

Principle 5. Institutional Investors should be willing to act collectively with other investors where appropriate.

Adam Investment are willing to act with other investors where appropriate, and will consider approaches which would be in our client’s interest.

Principle 6. Institutional investors should have a clear policy on voting and disclosure of voting activity

Generally speaking, Adam Investment do not exercise voting rights due to the proportionality of our holdings. Should there be a vote on an issue where we feel that our clients’ interests are being undermined we would seek to vote.

Principle 7. Institutional Investors should report periodically on their stewardship and voting activities.

Adam Investment does not seek to report to clients on voting activity given the above statement, although we undertake to give full disclosure to clients upon request.

For more information, please contact Colin Moffat:

 colin.moffat@adambank.com

Phone - 0131 225 8484

IMPORTANT INFORMATION

Issued by Adam & Company Investment Management Limited, which is authorised and regulated by the Financial Conduct Authority.

Adam & Company Investment Management Limited is registered in Scotland Number 102144.

Financial Services Firm Reference Number 141831.

Registered Office: 25 St Andrew Square, Edinburgh EH2 1AF.