As an entity licensed by the Hong Kong Securities and Futures Commission (the “SFC”), Sparc Capital Management Limited (the “Company”) is required to comply with the provisions of the Securities and Futures Ordinance (Cap.571 of the Laws of Hong Kong) (the “SFO”) and the Code of Conduct for Persons Licensed by or Registered with the Securities and Futures Commission (the “Code”).
Accordingly, for the purposes of Sections 174, 175 and Part IV of the SFO and Schedule 17 of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap.32 of the Laws of Hong Kong), we have classified you or your company as a “Professional Investor” on the basis that you or your Company fall/ falls into one of the following categories in the abovementioned legislation.
For the purpose of the Code, you or your Company may be able to be treated as a Professional Investor, meaning that you or your Company have/ has sufficient investment knowledge and expertise in relevant products and markets that we can be exempted from providing you or your Company with certain information and services that we would ordinarily be required to provide to non-professional investors as detailed in Annex 1 – Consequences of being treated as Professional Investor as attached to this Letter.
If you or your Company agree to be treated as a Professional Investor, we will be entitled to assume that you or your Company have appropriate knowledge, understanding and sufficient expertise in relation to the products and markets which we will provide. As a result, the information and explanation that will be provided to you or your Company as a Professional Investor will be considerably less than that which would be provided were you to be treated as a non-Professional Investor. Furthermore, as a Professional Investor, you or your Company will be deemed to understand the particular risks attaching to the investment strategies you adopt and the financial instruments and investments you or your company makes.
Please be reminded that you or your Company have the right to withdraw from being treated as a professional investor in respect of all products or any part thereof at any time during the course of your relationship with us.
Please click the “I declare I am a Professional Investor” in order to proceed.
Annex 1 – Consequences of being treated as Professional Investor
Being categorized as a Professional Investor, pursuant to the Code of Conduct for Persons Licensed by or Registered with the SFC (the “Code”), the Company will not be required to fulfil certain regulatory requirements under the Code.
You or your Company have/has agreed to be treated as a Professional Investor and to provide us the following exemption(s) in the course of your relationship with us that we can be exempted from providing you the relevant information that is marked with tick as below:
Exempt provisions for Corporate Professional Investors & Institutional Professional Investors (Paragraph 15.4 of the Code)
|(a) Information about clients (i) the need to establish a client’s financial situation, investment experience and investment objectives (paragraph 5.1 and paragraphs 2(d) and 2(e) of Schedule 6 to the Code), except where the Company is providing advice on corporate finance work; (ii) the need to ensure the suitability of a recommendation or solicitation (paragraph 5.2 and paragraph 49 of Schedule 6 to the Code); and (iii) the need to assess the client’s knowledge of derivatives and characterize the client based on his knowledge of derivatives (paragraph 5.1A of the Code).|
|(b) Client agreement (i) the need to enter into a written agreement and the provision of relevant risk disclosure statements (paragraph 6.1, paragraph 20.2(c), paragraph 2 of Schedule 3, paragraph 2 of Schedule 4 and paragraph 1 of Schedule 6 to the Code).|
|(c) Information for clients (i) the need to disclose transaction related information (paragraph 8.3A of the Code).|
|(d) Discretionary accounts (i) the need for the Company to obtain from the client an authority in a written form prior to effecting transactions for the client without his specific authority (paragraph 7.1(a)(ii) of the Code); (ii) the need to explain the authority described under paragraph 7.1(a)(ii) of the Code and the need to confirm it on an annual basis (paragraph 7.1(b) of the Code); and (iii) the need to disclose benefits receivable for effecting transactions for a client under a discretionary account (paragraph 7.2 of the Code). (For the avoidance of doubt, the Company should still obtain an authorization from a client in order to effect transactions on the client’s behalf, however where Professional Investors are concerned the procedures for obtaining such authorizations as described in (i) and (ii) above are relaxed.)|
|Complex products the need to ensure the suitability of a transaction in a complex product, to provide sufficient information about a complex product and to provide warning statements (paragraph 5.5(a) of the Code).|
|(a) Information for clients (i) the need to inform the client about the Company and the identity and status of its employees and others acting on its behalf (paragraph 8.1 of the Code); (ii) the need to confirm promptly with the client the essential features of a transaction after effecting a transaction for a client (paragraph 8.2, paragraph 4 of Schedule 3 and paragraph 18 of Schedule 6 to the Code); and (iii) the need to provide the client with documentation on the Nasdaq-Amex Pilot Program (paragraph 1 of Schedule 3 to the Code).|
Exempt provisions for Corporate Professional Investors and Individual Professional Investors & Institutional Professional Investors (Paragraph 15.5 of the Code)