Directive 2014/65/EU of the European Parliament and of the CouncilDangos y teitl llawn

I. CATEGORIES OF CLIENT WHO ARE CONSIDERED TO BE PROFESSIONALS U.K.

The following shall all be regarded as professionals in all investment services and activities and financial instruments for the purposes of the Directive.

(1)

Entities which are required to be authorised or regulated to operate in the financial markets. The list below shall be understood as including all authorised entities carrying out the characteristic activities of the entities mentioned: entities authorised by a Member State under a Directive, entities authorised or regulated by a Member State without reference to a Directive, and entities authorised or regulated by a third country:

(a)

Credit institutions;

(b)

Investment firms;

(c)

Other authorised or regulated financial institutions;

(d)

Insurance companies;

(e)

Collective investment schemes and management companies of such schemes;

(f)

Pension funds and management companies of such funds;

(g)

Commodity and commodity derivatives dealers;

(h)

Locals;

(i)

Other institutional investors;

(2)

Large undertakings meeting two of the following size requirements on a company basis:

— balance sheet total

:

EUR 20 000 000

— net turnover

:

EUR 40 000 000

— own funds

:

EUR 2 000 000

(3)

National and regional governments, including public bodies that manage public debt at national or regional level, Central Banks, international and supranational institutions such as the World Bank, the IMF, the ECB, the EIB and other similar international organisations.

(4)

Other institutional investors whose main activity is to invest in financial instruments, including entities dedicated to the securitisation of assets or other financing transactions.

The entities referred to above are considered to be professionals. They must however be allowed to request non-professional treatment and investment firms may agree to provide a higher level of protection. Where the client of an investment firm is an undertaking referred to above, the investment firm must inform it prior to any provision of services that, on the basis of the information available to the investment firm, the client is deemed to be a professional client, and will be treated as such unless the investment firm and the client agree otherwise. The investment firm must also inform the customer that he can request a variation of the terms of the agreement in order to secure a higher degree of protection.

It is the responsibility of the client, considered to be a professional client, to ask for a higher level of protection when it deems it is unable to properly assess or manage the risks involved.

This higher level of protection will be provided when a client who is considered to be a professional enters into a written agreement with the investment firm to the effect that it shall not be treated as a professional for the purposes of the applicable conduct of business regime. Such agreement shall specify whether this applies to one or more particular services or transactions, or to one or more types of product or transaction.