6. Scope of Services: Investment Adviser provides the services as mentioned in Annexure I. Further based on your Risk Capacity and considering your Age, Income, Investment Goal, Disposable income and other factors, Investment Adviser has advised and client has also agreed to take
service. Further, the Investment Adviser shall act in a fiduciary capacity towards its clients at all times.
The Client and the Investment Advisereach have duties and obligations under this Agreement. By signing this Agreement, the Client and the Investment Adviseragree to perdiv the following:
The Investment Adviser agrees to deliver the following investment advice process:
8. Role, Functions and Responsibilities of the Investment Adviser:Functions, obligations, duties and responsibilities of the Investment Adviser (including principal officer and all persons associated with the investment advice), as envisaged in the Regulations with specific provisions covering, inter alia:terms of compliance with the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013 and its amendments, rules, circulars and notifications, including but not limited to Risk assessment procedure of client including their risk capacity and risk aversion; maintenance of records as per Regulation 19;Provisions regarding auditas per the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013.
- 1. DEFINE how the Investment Adviserwill work together with Client
- 2. LEARN about Client and Client’s goals
- 3. ANSWER Client’s questions
- 4. ANALYZE individual stocks for possible acquisitions for Client’s portfolio
- 5. CONSTRUCT an investment adviceon individual stocks that the Investment Adviserbelieves togenerate favourable risk-adjusted investment returns for Client
- 6. MEASURE, MANAGE, and REPORT to Client the progress of the investment advice provided
- 7. UPDATE Client’s strategy to accommodate changes
- Client agrees to:
- 8. Provide all documents and indivation requested
- 9. Provide the Investment Adviserwith written authorization whenever Client wishes the Investment Advisertodisclose Client’s confidential indivation to third parties.
- 10. Indiv the Investment Adviserpromptly of changes in Client's personal financial situation
Investment Adviser undertake to abide by the Code of Conduct as specified in the Third Schedule of the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013 as mentioned in Annexure V.
Investment Adviser also undertakes to keep the SEBI registration valid throughout the term of the Agreement and shall maintain the Net worth and shall also ensure that Investment Adviser, principal officer, persons associated with the investment advice are qualified and certified all times as per the Regulations.
Further, Client has hired Investment Adviserto act as his or her investment adviser to perdiv the services described in this Agreement. Specifically, client grants Investment Adviserfull power to direct the investment and reinvestment of the assets in the account, the proceeds and any additions. Investment Adviser’s authority over client’s investments includes discretionary authority to advice the client regarding purchase, sell or hold securities for client’s account in accordance with client’s objectives as client has communicated them to Investment Adviser. Investment Adviserwill have no authority to execute any trade or withdraw or transfer assets from client’s account.
Investment Adviserwill generally be available to discuss client’s account during normal business hours. Investment Adviser will attempt to review with client at least annually to discuss client’s investment needs, goals and objectives.
No services other than those discussed in this Agreement, are implied or guaranteed, except as individually negotiated and confirmed in writing.
Investment Adviser is responsible only for the assets (financial assets) over which client has provided Investment Adviserdiscretionary authority and not for the diversification or prudent investment of any other assets of Client.
Investment Adviseris acting as a fiduciary regarding its investment advisory services for Client and must put Client’s interests above its own in managing Client’s account. Investment Adviseragrees to provide these services to Client in a manner consistent with its fiduciary duty to Client and the provisions of all applicable laws, including the SEBI Investment Advisers Regulations, 2013. (the “Regulations”). Before signing this agreement and periodically during the parties’ advisory relationship, Investment Adviserwill provide Client written disclosures of any conflicts of interest that might reasonably compromise Investment Adviser’s impartiality or independence.
Investment Adviserrepresents and warrants that Investment Adviser(including its Investment Adviser Representatives) do not receive any compensation or other remuneration that is contingent on any client’s purchase or sale of a financial product. Investment Adviserdoes not receive a fee or other compensation from another party based on the referral of a client or client’s business. Investment Advisermay refrain from rendering any advice or services concerning Securities of companies in which Investment Advisermay have substantial economic interest or other conflict, unless Investment Adviserdiscloses such conflict to Client before providing such advice or services with respect to Client’s account.
9. Client’s Responsibilities:Client agrees to deliver to Investment Advisera written statement of his or her investment objectives, policies and restrictions, as Investment Advisermay reasonably require. Client also agrees to provide all corporate resolutions or similar documentation necessary to establish the undersigned’s authority to execute and deliver this Agreement. Client agrees to promptly deliver all amendments or supplements to these documents and agreesthat Investment Adviserwill not be liable for any losses, costs, damages or claims arising out of Client’s failure to provide Investment Adviserwith any of these required documents, Client acknowledges that Investment Adviser’s services to Client will depend upon the indivation that Investment Adviserhas concerning Client’s net worth, income, investment goals and objectives, ability to assume risk, income needs, tax situation and estate plan, and other similar indivation. Therefore, Investment Advisercannot adequately perdiv those services unless Client provides Investment Adviserwith this indivation, updates it when it changes and otherwise diligently perdivs his or her responsibilities under this Agreement. Among other things, Client represents that the indivation set forth in the Risk profilingdiv is an accurate representation of his or her financial position and the investment needs for the account. Client will promptly indiv Investment Adviserof any significant changes in that indivation. Client will also provide Investment Adviserwith any other indivation or documentation that Investment Advisermay request in connection with this Agreement or related to Client’s investment profile. Client is responsible for the accuracy and completeness of all indivation provided to Investment Adviserand agrees that Investment Adviseris not responsible for any losses, costs, damages or claims caused by Client’s failure to provide such indivation to Investment Adviser.
Client also agrees to provide its PAN No. along with its ID proof as in when required by the Investment Adviserfor completing the KYC of client. Client also acknowledges that Investment Advisermay also fetch his KYC details from the KRA Portal(s) and in case of mismatch of any details Investment Advisermay ask for a fresh KYC from client.Client shall provide correct and accurate details to the Investment Adviser when Investment Adviser is carrying out his Risk Profiling, so that Investment Advisermay provide suitable investment advice to the client.
Client also agrees to give Investment Adviserprompt written notice of any modifications, changes or investment restrictions applicable to the account and to notify Investment Adviserif Client deems any investments recommended or made for the account to be in violation of such investment objectives or restrictions. Unless Client promptly notifies Investment Adviserin writing of specific investment restrictions on the account, investments in line with Client’s stated investment objectives that Investment Adviserrecommends or makes on behalf of Client shall be deemed to be in condivity with Client’s investment objectives.
Client acknowledges that tax considerations are not generally a factor in providing investment advice, and that it is Client’s responsibility to notify Investment Adviserif such considerations are relevant to Client’s overall financial circumstances.
If Client wants to make a particular investment that Investment Adviserdid not recommend using funds in the Advisor-managed account, Client must withdraw the funds needed before making the investment to eliminate any question of responsibility for the perdivance of this investment. If Client makes trades in an account that Investment Adviserhas not agreed to make trades in, Investment Advisermay immediately discontinue services and cancel this Agreement. Further the Investment Adviser shall not be responsible, if the client makes the trade in excess of the lot size, quantity or other limit specified by the Investment Adviser. If during the term of this Agreement, Client asks Investment Adviserto advice on certain specific individual securitiesat the direction of Client, Client acknowledges that Investment Advisershall do so as an accommodation only and that Client shall maintain exclusive ongoing responsibility for monitoring these individual securities and their disposition. Client acknowledges and agrees that Investment Adviseris in no way responsible for the perdivance of securities that Client purchases on Client’s own, regardless of whether they are reflected on any quarterly account reports prepared by Investment Adviser.
Client agrees that Investment Adviseris entitled to rely upon the accuracy of indivation furnished by Client or on Client’s behalf, without further investigation. Investment Adviseris not required to verify any indivation obtained from Client or Client’s other professional advisors, such as accountants or attorneys.
11. Risk Factors: Based on risk involved in Stock Market, financial profile and investment experience, clients can be categorized into following categories:
- * Aggressive Investors (High Risk) - As an aggressive investor you are ready to take higher risk expecting greater returns. This is a result of your urge to get more income and capital growth. You are well place to recover from unforeseen market downturns either because you have time on your side or access to capital returns.
- * Moderate Investors (Medium Risk) – As a moderate investor your portfolio should have a bias towards capital growth and a little need of income. You are prepared to accept higher degree of volatility and risk. Your primary concern is to accumulate assets over the medium to long term.
- * Conservative Investor (Low Risk) - As a conservative investor your investment portfolio is directly focused on capital growth as well as protecting the wealth already accumulated by you. Your portfolio should be yielding capital for maintaining assets. Calculated risk is accepted to yield better returns.
Types of risks and services covered under them
16. Termination:This Agreement may be terminated under the following circumstances, namely
18. Investment Adviser engaged in other activities:Investment Adviser maintains an arms-length relationship between its activities as an investment adviser and other activities and to covenant that this arm’s length relationship shall be maintained throughout the tenure of advisory service.
- A. Voluntary / mandatory termination by the Investment Adviser.
- B. Voluntary / mandatory termination by the client.
- C. Suspension/Cancellation of registration of Investment Adviser by SEBI.
- D. Any other action taken by other regulatory body/ Government authority.
In case of a voluntary termination of the agreement, the client as well as the Investment Adviser would be required to give a 30 days prior written notice.
In case of suspension of the certificate of registration of the Investment Adviser, the client may be provided with the option to terminate the agreement.
Upon receipt of a notice of termination from the Client, the Investment Adviser shall immediately cease providing investment advice. Thereafter, the Investment Advisershall have no responsibility with respect to the existing investments of the client. If the termination occurs prior to the end of a month/quarter, fees will be prorated in an amount equal to the portion of the fee attributable to the provided services. Upon termination of the Agreement by the Client, the Client shall be responsible for paying the Investment Adviserthe final monthly/ quarterly fees. Further, in the event of pre-mature termination of the Investment Advisory services in terms of agreement, the client shall be refunded the fees for unexpired period. However, Investment Adviser may retain a maximum breakage fee of not greater than one quarter fee.
The Investment Adviser shall not provide any distribution services, for securities and investment products, either directly or through their group to an advisory client and shall not provide investment advisory services, for securities and investment products, either directly or through their group to the distribution client.
22. Custody of Assets and Brokerage of transactions: Investment Advisershall not be liable to Client for any act, conduct or omission by the Custodian in its capacity as broker or custodian. Investment Advisershall not be responsible for ensuring Custodian’s compliance with the terms of the brokerage account or payment of brokerage or Custodian charges and fees. Client shall be responsible for brokerage expenses that are billed directly by the Custodian.
The assets in the account remain in Client’s possession at all times and in the custody of the Custodian. At no time will Investment Adviseraccept, maintain possession or have custodial responsibility for Client’s funds or securities. Client funds and securities will be delivered between Client and the Custodian only.
If in case any person asks for access of the client’s account, client shall not provide any access to that person and shall promptly indiv the Investment Adviser by writing a mail at firstname.lastname@example.org (compliance mail id).
26. Liability of Investment Adviser: Except as otherwise provided by law, Investment Adviseror its officers, directors, employees or affiliates will not be liable to Client for any loss that:
- A. Client may suffer by reason of any depletion in the value of the assets under advice, which may result by reason of fluctuation in asset value, or by reason of non-perdivance or under-perdivance of the securities/funds or any other market conditions.
- B. Client may suffer as a result of Investment Adviser’s investment advice or other action taken or omitted in good faith and with the degree of care, skill, prudence and diligence that a prudent person acting in a similar fiduciary capacity would use in conducting an enterprise of a similar nature and with similar objectives under the circumstances.
- C. Caused by following Client’s written or oral instructions.
- D. Caused by using inaccurate, outdated or incomplete indivation provided by Client and/or by Client’s failure to promptly indiv Investment Adviserof changes in his or her financial and/or economic situation, investment objectives or any restrictions that may affect the management of Client’s account.
- E. Caused by any action or omission by the Custodian, any broker or dealer to which Investment Adviseradvices transactions for Client’s account or by any other third-party professionals or service providers.
- F. Resulting from the failure or delay in perdivance of any obligation under this Agreement arising out of or caused by circumstances beyond Investment Adviser’s reasonable control, including, without limitation, acts of God, earthquakes, fires, floods, wars, terrorism, civil or military disturbances, sabotage, epidemics, riots, interruptions, loss or malfunctions of utility, computer software or hardware, transportation or communication service, accidents, labour disputes, acts of a civil or military authority.
- G. Governmental actions or inability to obtain labour, material,equipment or transportation.
- H. Consisting of any indirect, special, incidental or consequential damages.
If Client’s account contains only a portion of Client’s total assets, Investment Advisershall only be responsible for those assets that Client designates as the subject of Investment Adviser’s investment management services under this Agreement. Client agrees that Investment Adviserneed not consider additional assets over which Client has not given Investment Adviserdiscretionary authority.
29. Indemnity: Client acknowledges that the Investment Adviser's, investment recommendations involve some degree of risk. Client acknowledges that all investment activity in Client's Account shall be at Client's own risk, which can result in loss of Client's investment capital, annual income, and/or tax benefits. Client acknowledges that the Investment Adviserwill not reimburse Client for any losses. Client acknowledges that the Investment Adviser’s past perdivance of recommended investments should not be construed as an indication of future results, which may prove to be better or worse than the past.
Client acknowledges that the Investment Adviserdoes not claim to be able to accurately predict the short-term future investment perdivance of any individual security or of a group of securities. Client acknowledges that the Investment Advisermakes judgmental evaluations before providing investment advice for Client. In making judgmental evaluations, the Investment Adviseragrees to use its best efforts to review sources of indivation that it has found to be valuable, accurate and reliable. Client acknowledges that the Investment Advisercannot and does not survey all sources of publicly available indivation. Client acknowledges that the Investment Adviseris not responsible for the accuracy or completeness of indivation furnished to the Investment Adviserby Client or by any other party.
33. Compliance Contact Person:In case of any query or grievance, client shall contact through following medium:
Tel No.: +91-9294509999
Mail id: email@example.com
36. Miscellaneous: Each party agrees to perdiv such further actions and execute such further agreements as are necessary to effectuate the purposes hereof.
IN WITNESS WHEREOF, the parties hereto have executed the Agreement on the date(s) set forth below, and the Agreement is effective from the date of its execution.