PART I DEFNINTIONS & INTERPRETATION
PART III ADDITIONAL TERMS APPLICABLE TO RESPECTIVE ACCOUNTS
PART V NOTES RELATING TO THE PERSONAL DATA (PRIVACY) ORDINANCE OF HONG KONG
"Account" |
Cash Account or Futures Account or any other brokerage trading account opened by the Client with the Company through Non-electronic Operation or Electronic Operation or any other means |
"Account Opening Form" |
the account opening form which contains the particulars and other necessary information of the Client and the Account |
"Business Day(s)" |
business day(s) (other than Saturday) on which banks are generally open for business in Hong Kong |
"Cash Account" |
the cash securities trading account otherwise opened by the Client with the Company through Non-electronic Operation or any other means |
"Clearing House" |
the clearing houses including the Hong Kong Securities Clearing Company Limited, the HKFE Clearing Corporation Limited, the SEHK Options Clearing House Limited and any other relevant bodies which are recognized by the Governing Rules to provide clearing and settlement service |
"Client" |
the client of the Company under the Account whose particulars are set out in the Account Opening Form |
"Collateral" |
all Securities and variable assets acceptable by I-ACCESS which shall be maintained at or delivered to I-ACCESS by the Client as collateral under the Margin Account |
"Company" |
the Company with which the Account is opened by the Client, and may mean any of I-ACCESS or any other relevant company |
"Electronic Operation" |
the electronic brokerage trading operated via Electronic Means by the Client under the Account |
"Electronic Means" |
includes the Internet, electronic mail, mobile phone, personal digital assistant or any other electronic means of communication but also allowing non-electronic communication including verbal and written instructions and communication via facsimile and also allowing such other means as may be permitted by the Company from time to time |
"Electronic Service" |
the electronic facility through Electronic Means which enables the Client to give Instruction(s) and obtain information services provided by the Company for Electronic Operation |
"Event of Default" |
the event of default as described in clause 12 of the Standard Terms |
"Futures" |
any item and includes, without limitation, agricultural commodities, metal, currencies, interest rates, indices (whether stock market or otherwise) or other financial contracts, energy, right or authority under any jurisdiction and shall where the case requires include a futures/options contract in respect of any of the above and in each case whether or not the item is capable of being delivered |
"Futures Account" |
the futures trading account otherwise opened by the Client with the Company through Non-electronic Operation or Electronic Operation or any other means |
"Futures Exchange" |
the Hong Kong Futures Exchange Limited and any successors |
"GEM" |
the Growth Enterprise Market operated by the Stock Exchange |
"GEM Securities" |
the Securities listed and/or traded on GEM |
"GEM Statement" |
the risk disclosure statement for dealings in GEM Securities as set out in Part IV as Risk disclosure Statement for GEM Securities |
"Governing Rules" |
the rules and regulations of all regulatory authorities whether located in Hong Kong or in any other jurisdiction applicable to dealings in Securities or other instruments in respect of the Account and/or the operation of the Account |
"Hong Kong" |
Hong Kong Special Administrative Region of the People¡¦s Republic of China |
"Instruction(s)" |
the instructions (i) for dealing in Securities or Futures or other instruments in the Account, (ii) for the transfer, deposit or withdrawal of funds or Securities or other assets or property into or out of the Account including transferring into or from any other account of the Client with the ISS Group, (iii) for the provision of Securities Margin Financing, and/or (iv) for any other act relating to the operation of the Account |
"I-ACCESS" |
I-Access Investors Limited (CE Number: ALV032), a limited company incorporated in Hong Kong with current principal place of business in Hong Kong and is a licensed corporation under the Securities and Futures Ordinance and an exchange participant of the Stock Exchange and Futures Exchange |
"ISS Group" |
any member of the controlling group of the Company including the Company, its subsidiaries, its controlling company and the subsidiaries and associated companies of such controlling company |
"Margin Account" |
any securities margin financing account otherwise opened by the Client with the Company through Non-electronic Operation or Electronic Operation or any other means |
"Margin Facility" |
any Securities Margin Financing facility provided by I-ACCESS to the Client for the Margin Account |
"Non-Electronic Operation" |
securities trading operated by the Client under the Account not by way of Electronic Means and/or in such manner as may be permitted by I-ACCESS |
"Obligations" |
all monies or Securities or Futures falling due or otherwise owed to I-ACCESS by the Client under the Account or owed by the Client under any other account maintained with the ISS Group |
"Omnibus Account" |
the Account otherwise opened by any registered or licensed stock broker or exempted |
"Pilot Program" |
the Nasdaq ¡V Amex Pilot Program for the trading of a number of Nasdaq ¡V Amex listed |
"Securities" |
has the meaning given to that term in Schedule 1 of the Securities and Futures Ordinance |
"Securities Margin Financing" |
has the meaning given to that term in Schedule 1 of the Securities and Futures Ordinance |
"SFC" |
the Securities and Futures Commission of Hong Kong |
"SFO" |
the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) |
"Standard Terms" |
the general terms and conditions as set out in Part II of this document and applicable to all client of any accounts opened with the Company |
"Stock Exchange" |
the Stock Exchange of Hong Kong Limited |
"Terms & Conditions" |
this document of terms and conditions including this PART I, the Standard Terms, Part V and the applicable Schedule in Part III and Part IV of this document, all as may be supplemented and amended from time to time, and shall apply to the operation of the Account and bind the Client |
"Trading Limit" |
the trading limit allowed for the Client¡¦s Transaction(s) under the Account in accordance with the Trading Policy or otherwise fixed by the Company, which limit is subject to change(s) at the Company¡¦s discretion from time to time |
"Trading Policy" |
the policies and procedures applicable to the operation of the Cash Account, Margin Account or Futures Account or any other securities trading account which shall be binding on the Client and determined by the Company from time to time and will be available upon the Client¡¦s request |
"Transactions" |
executed Instructions |
| 1.1 | These Terms & Conditions and the Trading Policy shall apply to the operation of the Account. | ||
| 1.2 | If any conflict arises between the provisions under these Terms & Conditions and the Trading Policy, those of former shall prevail. | ||
| 1.3 | If an Instruction is operated via Electronic Operation, the following provision shall apply: | ||
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| 1.4 | If an Omnibus Account is opened by the Client, the Account shall be traded for and on behalf of its clients and the Client must be a registered / licensed stock broker / exempted dealer / bank in the territory where its clients were solicited and its registered license (if applicable) shall remain valid at all times when the Account remains valid and operative. |
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| 1.5 | The Client and, as the case may be, its directors, officers, employees or agents shall keep confidential all access codes including passwords or otherwise for the operation of the Account and the use thereof and the Client shall be wholly responsible for all Instructions placed and/or Transactions transacted for the Account through the use of such access codes. |
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| 1.6 | The Client shall forthwith inform the Company of any change to the information given in the Account Application Form and in any case, not later than 24 hours after such change has occurred. |
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| 1.7 | The Company shall keep information relating to the Account confidential, subject always to its right to disclose any information relating to the affairs of the Client or the Account which are of a confidential nature to (a) the Stock Exchange, the SFC, the Futures Exchange, the Clearing House and any other regulatory authorities as may be requested by them from time to time or otherwise in compliance of the Governing Rules, or (b) any member of the ISS Group; or (c) any other party for the operation or performance of this Agreement or for the provision of financial and related services to the Client including the marketing of such services. |
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| 1.8 | The Company shall provide regular statements of the Account to the Client from time to time in accordance with the Governing Rules. In the absence of manifest error and objected to by the Client by giving written notice to the Company within seven (7) Business Days from the date of the document, such statement or record shall be conclusive and binding on the Client. |
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| 1.9 | If the Client is not the person or entity ultimately responsible for originating the Instructions, beneficially entitled to the commercial or economic benefit or bears the commercial or economic risk of any Transactions, the Client undertakes to provide information regarding the identity, address and other details of such person or entity that the client is acting on behalf of to the Company or to the relevant regulatory authorities upon request and in any case within two (2) days of such request. This undertaking shall survive the termination of this Agreement. |
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| 1.10 | The Company may amend, modify or alter the provisions of this Agreement at any time and from time to time by notifying the Client in writing of such change. Any such changes shall be binding on the Client upon the Company¡¦s issuance of the notice. |
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| 1.11 | Any contact details provided by the Client in the Account Opening Form shall be deemed to be the authorized and valid communication channel between the Client and Company. |
| 2.1 | This Agreement is governed and construed according to the laws of Hong Kong and the parties submit to the non-exclusive jurisdiction of the Hong Kong courts. All Transactions under the Account shall be effected in accordance with all Governing Rules including rules and regulations of the Stock Exchange, the SFC, the Futures Exchange, the Clearing House and the laws of Hong Kong, as may be amended from time to time. If a Transaction is executed outside Hong Kong, such Transaction may be subject to rules and laws of governing bodies of such other jurisdictions and the Client shall be solely responsible for ensuring compliance with the laws of such other jurisdictions. |
| 2.2 | The provision of services under this Agreement is principally targeted for Hong Kong residents. Non-Hong Kong residents should ensure their legality and compliance under the laws and regulations of their relevant jurisdiction. |
| 3.1 | The Company acts as agent of the Client and the Client acts as principal in effecting any and all Instructions given by the Client except as provided for under this Agreement or unless the Company indicates in the contract notes or otherwise that it is acting as principal. |
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| 3.2 | The Client may give the Company and the Company may accept (but in its absolute discretion shall not be bound to accept) Instructions to buy and sell or otherwise deal in Securities on behalf of the Client. |
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| 3.3 | For any Instruction placed or Transaction transacted, the Client shall observe and comply with the Trading Limit. If the Trading Limited is exceeded, the Company may decline such Instruction and/or shall have the right to do any act to close the open position of the Transaction in question. |
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| 3.4 | The Client shall pay the brokerage fee/commission and all applicable levies, stamp duties, bank charges, transfer fees, interest, tariffs, exchange fees, taxes, communication charges, settlement charges, custodial fees, insurance fees, premiums, currency exchange costs, legal expenses and any other expenses or charges in respect of any Instructions or any Transactions or in respect of or otherwise arising from or relating to the Account. The brokerage fee/commission shall be at such rate as may be determined by the Company and notified to the Client from time to time. The Company shall be entitled to deduct from the Account any and all amounts payable by the Client as they may become due. |
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| 3.5 | The Client shall pay interest on all overdue balance standing debit to the Account at such rates and on such terms as required by the Company from time to time. |
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| 3.6 | If conversion of currency is required for the operation of the Account, the exchange rate(s) shall be determined by the Company in its sole discretion with reference to the prevailing rate(s) in the foreign exchange market |
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| 3.7 | The Company shall have the right to demand any initial and subsequent deposits in such currency for such Transaction(s) at its sole discretion and to debit or credit any amount in relation to such Transaction(s) in the currency in which the Account is denominated. |
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| 3.8 | The Client shall authorize the Company to accept any Instruction in written, facsimile or verbal form or through Electronic Means. However, the Company shall have the sole discretion to insist the Instruction to be given in a particular manner on case by case basis. The Client shall also fully indemnify the Company on demand against all losses of the Company arising from the Company¡¦s reliance on such Instruction(s) or communications. |
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| 3.9 | The Client shall accept facsimile or any Electronic Means (if provided by the Client) as a communication medium with the Company for data transmission and documentation. Subsequent request for paper copies of such information or documents may be subject to a handling fee as determined by the Company from time to time. |
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| 3.10 | For all Transaction(s) or Instruction(s) placed, all confirmation, replay or otherwise communicated by the Company to the Client verbally or through facsimile or Electronic Means on the day of such execution or Instruction shall be deemed authorized, correct, ratified or otherwise unless the Client duly informs the Company to the contrary within a day in question. |
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| 3.11 | The Company has the right to consolidate and/or disaggregate an Instruction to purchase and/or sell with other similar instruction(s) placed by other clients of the Company provided that the execution price of the Instruction would not be less favorable than that otherwise could have been achieved if the Instruction is executed individually and in the event of insufficient Securities or Futures (as the case may be) available to satisfy the consolidated purchase or sale order, the number of Securities or Futures (as the case may be) actually purchased or disposed of shall be given to each individual instruction in the order in which those orders are received by the Company. |
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| 3.12 | The Company has the right to electronically monitor or record all Instructions placed through telephone, electronic Means or otherwise. |
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| 3.13 | The Client shall be liable for any taxes, charges, tax reporting and other responsibilities to relevant authorities of whatsoever jurisdiction to which the Client may be subject in respect of placing any Instructions and/or any activities relating to the Account. The Company has the right to dispose of any Securities, instruments or other assets held in the Account for the settlement of such liabilities at any time. |
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| 3.14 | The Company has the right to direct the Instruction (s) to other brokers for execution for whatsoever reasons. |
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| 3.15 | The Client shall inform the Company if Instructions placed involves short selling. The execution of any short-selling order shall be subject to the Trading Policy as may be amended from time to time. Until and unless the Client provides the Company with prior written notice to the contrary, all Instructions given by the Client for the sale of Securities shall be a ¡§long¡¨ sale in the sense that the Client (i) owns the Securities in question or (ii) has a presently exercisable and unconditional right to vest the Securities in the relevant purchaser. |
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| 3.16 | If the Client maintains more than one account with the Company and/or any member of the ISS Group, the Client shall clearly specify in its Instructions the account in respect of which such Instructions are being given. In the absence of such specification or where it is unclear to the Company which account is specified, the Company may refuse to act on such Instructions or may in its absolute discretion determine which account to apply such Instructions as it deems fit. |
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| 3.17 | For any Instructions placed or Transactions executed, contract notes shall be provided by the Company to the Client in accordance with the Governing Rules and shall be conclusive and deemed accepted unless the Client duly informs the Company in writing to the contrary within the day the contract note is issued to the Client. |
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| 3.18 | The Client consents to the company monitoring and/or recording all Instructions and/or any other communications between the company and the Client or any of the Client¡¦s authorized persons placed or made through telephone, Electronic Means or otherwise. The Client agrees to accept the contents of any such recording as conclusive and binding. |
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| 3.19 | The Company may purchase and/or sell Securities on the Client¡¦s behalf by placing instructions with itself, any member of the ISS Group or any of its or their clients, whether acting as principals, underwriters, investment managers, merchant or commercial banks, registered or licensed deposit takers, brokers, dealers or otherwise, or with any other brokers or dealers, as the Company may in its sole discretion decide. The Client consents to the Company effecting any Transactions with or through itself, any member of the ISS Group or any of its or their clients without prior disclosure to the Client on a case by case basis provided that such dealing is at a price and on terms no less favorable than that could reasonably have been effected with or through an independent third party. Neither the Company nor any member of the ISS Group shall be liable to account to the Client for any profit, commission or remuneration or other benefit resulting from such Transaction. |
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| 3.20 | Unless otherwise determined by the Company, the Client agrees that when the Company has executed a purchase or sale Transaction on the Client¡¦s behalf, the Client will by the due settlement date make payment to the Company against delivery of or credit to the Client¡¦s Account for purchased Securities, or make good delivery of sold Securities to the Company against payment (as the case may be). If the Client fails to do so, The Company is authorized to transfer and sell any purchased Securities or to borrow or purchase any sold Securities to meet the Client¡¦s obligations hereunder and the Client shall be responsible for any loss, costs, fees and expenses in connection with the Client¡¦s failure to meet such obligations by the due settlement date. |
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| 3.21 | If the Client requests the Company to apply for Securities in a new issue for listing on any exchange, the Client: |
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| 4.1 | The Client shall make his own independent judgment and decision with respect to each Instruction. The Company shall be under no liability whatsoever in respect of any information or suggestion given by any of its directors, officers, employees or agents irrespective of whether or not such information or suggestion is given at the Client¡¦s request. |
| 5.1 | If the Client suffers pecuniary loss by reason of the Company¡¦s default as defined in Part XII of the Securities and Futures Ordinance, the Client may make a claim under the investor compensation fund established under the Securities and Futures Ordinance or any other Governing Rules, but subject to such monetary limits and terms provided thereunder. There can be no assurance that any of such pecuniary loss will be recouped from the investor compensation fund in full or in part or at all. |
| 6.1 | The Company has the right to solicit, accept and retain for its own benefit any rebate, brokerage, commission, fee, benefit, discount and/or other advantage from any Transaction effected by the Company. The Company may also offer at its discretion any benefit or advantage to any person in connection with such Transaction. |
| 7.1 | The Company shall pay to the Company all or part of its indebtedness under the Account when due or on demand by the Company. |
| 8.1 | The Client shall read, understand and accept the provisions relating to personal data protection as set out in Part V. |
| 8.2 | The Company may also disclose the personal data of the Client to any party other than those set out in Part V provided always that the Company shall have served request to the Client and receives no objection thereto from the Client. |
| 9.1 | Subject to applicable rules and regulations, including without limitation, the Client Money Rules and Client Securities Rules, The Company may at any time combine or consolidate all or any accounts of whatever type maintained by the Client with the Company or any member of the ISS Group, including the Account, or to transfer or to allow any members of the ISS Group to transfer any funds or assets from the Account to set off any obligations or liabilities arising from any of those accounts. |
| 10.1 | The Client shall promptly notify the Company if (i) he/it is a director or employee or accredited person of an exchange participant of the Stock Exchange or the Futures Exchange or a registered person of the SFC, or is acting as an intermediary for the Account or is otherwise associated therewith, or (ii) he/it is associated with any employee or accredited persons of any member of the ISS Group. |
| 11.1 | The Company shall not be liable to the client in any way in respect of the failure of obligation of any third party. |
| 11.2 | All communications from the Company to the Client through verbal, written or facsimile form, or Electronic Means or otherwise authorized under the Account (other than via postage) shall be deemed received by the client at the time of the message being sent out and the Client shall be liable for any consequence arising from any failure of such transmission. |
| 11.3 | The Company shall have full power as the true and lawful attorney of the Client to take any action and execute any instrument to accomplish the purposes of the Account or any Instruction. |
| 12.1 | Any of the following events shall constitute an event of default:- |
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| 12.2 | If an Event of Default occurs, the Company shall (without prejudice to the Company¡¦s any other rights against and remedies from the Client) be entitled to take any or all of the following actions:- |
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| 13.1 | The Client shall indemnify the Company, its officers, employees or agents on demand against any losses, costs, damages, claims, liability, expenses or demands that the Company may suffer or incur arising out of or, by reason of, the performance of the Company¡¦s obligations under the Agreement or due to any act or breach of the Client in connection with the Account, including costs reasonably incurred in collecting debts from the Client and in closing the Account. |
| 14.1 | The Company has the absolute discretion to refuse to effect any Instruction when Event of Default occurs or the Client fails to meet any of its obligations or requirement hereunder. The Company also has the sole discretion to terminate the Account in accordance with this clause and shall not be obliged to give any reason for such termination. |
| 14.2 | The Account may be terminated by written notice given by the Company at any time and the Company shall not be obliged to give any reason for such termination. The Client may terminate the Account by written notice to the Company provided that the Account shall not be deemed terminated by the Client until the Company accepts the Client¡¦s written notice of termination. Such termination shall not prejudice the Company¡¦s rights against or remedies from the Client for any debit balance to the Account and their interest accrued and to be accrued. |
| 14.3 | To the extent permitted by law, the Company may at any time and from time to time amend any term of the Terms & Conditions by notice to the Client. If the Client does not accept such amendment, the Client shall have the right to terminate the Account in accordance with this clause. |
| 15.1 | All the rights and interests of the Client under the Terms & Conditions may be assigned by the Client except with the prior written consent of the Company. |
| 15.2 | The Client undertakes not to create any charge, pledge or encumbrance over the Account or any Securities or assets in the Account except as permitted under this Agreement nor to appoint any other person to manage or deal with the Account without first obtaining The Company¡¦s consent in writing. |
| 15.3 | Subject to the Governing Rules, The Company shall be entitled, without prior consent of the Client, to assign, transfer, delegate or otherwise dispose of all or any of its rights, interests or obligations (or the performance thereof) in or under this Agreement to any person, firm or Company as it thinks fit. |
| 15.4 | This Agreement shall be binding upon and ensure for the benefit of the Client and the Company and their respective successors, permitted assigns and personal representatives (as the case may be). |
| 16.1 | If any provision of the Terms & Conditions shall be held to be invalid or unenforceable by any court or regulatory body, such invalidity or unenforceability shall not affect the validity or enforceability of the remaining provisions of the Terms & Conditions. |
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| 16.2 | Words denoting singular shall include plural and vice versa. |
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| 16.3 | Reference to one gender shall include all genders and words denoting a subject shall include a person, firm, sole proprietary, partnership, syndicate and corporation or vice versa. |
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| 16.4 | If the Client consists of more than one party: |
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| 16.5 | When an Account Opening Form to which the Terms & Conditions apply is signed by the Client, the terms of the Terms & Conditions shall all previous agreements and arrangement (if any) made between the Company and the Client in relation to the Account. |
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| 16.6 | This Agreement, including the Risk Disclosure Statements has been provided to the Client in English and/or Chinese, which is the language of the Client¡¦s choice. In the event that there is any inconsistency between the English version and the Chinese version of the Terms & Conditions, the English version shall prevail. |
| 17.1 | The Company shall have full power as the true and lawful attorney of the Client to take any action and execute any instrument to accomplish the purposes of the Account or any Instruction. |
| 1.1 | This schedule is supplemental to the General Terms and applies to Cash Accounts. |
| 2.1 | The Client shall inform the Company if an Instruction placed involves short-selling where execution of which shall be subject to Trading Policy from time to time. |
| 2.2 | The Client shall inform the Company before it places an Instruction in Securities of a company to which it is a connected person (as defined in the Rules Governing the Listing of Securities on the Stock Exchange). |
| 2.3 | The Client may not deal in the GEM Securities unless and until the Client has duly signed the GEM Statement. |
| 3.1 | Securities under the Cash Account which are Securities listed or traded on the Stock Exchange will be deposited in safe custody in a segregated account, which is designated as a trust account or client account maintained in Hong Kong by the Company or an Associated Entity of the Company with an authorised financial institution, a custodian approved by the SFC for providing custodian facilities or another intermediary licensed for dealing in securities or registered in the name of the Client or in the name of the Associated Entity. |
| 3.2 | The Company will credit any dividends or other benefits arising from the Securities received on behalf of the Client to the Cash Account after deduction of any fees and/or handling charges determined by the Company from time to time. |
| 3.3 | Unless specific authority in writing is obtained from the Client, I-ACCESS will not deposit, lend or part with the possession of the Securities or loans or advances to I-ACCESS. |
| 3.4 | The Company has the right to hold all Securities and assets or other property in the Cash Account as a continuing security for the payment and/or discharge of the obligations of the Client arising from any Transaction. The Company has further the right to appropriate or dispose of all or part of the Securities or assets or other property held under the Cash Account for the settlement of any Obligations. |
| 3.5 | The Company or its nominee may, but is not obliged to, exercise the voting rights attached to the Securities in accordance with the Client¡¦s instructions. |
| 4.1 | The Company has the right to retain for itself any and all interest accrued on any amount in any trust account or any account established by the Company for the Cash Account unless the Client is notified by the Company to the contrary. Any interest earned will be at such rate and on such terms as may be determined by the Company from time to time. |
| 1.1 | This schedule is supplemental to the Standard Terms for Futures Accounts. |
| 2.1 | In the case of any failure in delivering sufficient Futures by the Client, the Company may borrow any Futures necessary to make such delivery, and the Client shall indemnify and hold the Company harmless on demand against any losses or payment which the Company may sustain or be required to pay. |
| 2.2 | The Clearing House may do all things necessary to transfer any open positions held by the Company on behalf of the Client and any monies and assets standing to the credit of the Futures Account with the Company to another exchange participant of the Futures Exchange in the event that the rights of the Company as an exchange participant are suspended or revoked. |
| 2.3 | The Company shall on request provide the Client with the contracts specifications of the products and the Trading Policy for the Client¡¦s reference. |
| 2.4 | All monies, approved debt securities and other asset received by the Company from the Client or from any other persons (including the Clearing House) for the Futures Account will be held by the Company as trustee, segregated from its own assets. These assets so held by the Company shall not form part of its assets for insolvency or winding up purposes but shall be returned to the Client promptly upon the appointment of a provisional liquidator, liquidator or similar officer over all or any part of the business or assets of the Company. |
| 2.5 | The Company has the right to apply any monies or approved debt securities or approved securities or other asset which the Client may pay to or deposit with the Company in the manner specified in the Governing Rules and, in particular, the Company may apply such monies or approved debt securities or approved securities or other asset in or towards meeting the obligation of the Company to any party insofar as such obligation arise in connection with or incidental to futures/options business transacted on the behalf of the Client. |
| 2.6 | For the account maintained at the Clearing House by the Company on behalf of the Client, the Company is treated as the principal in relationship with the Clearing House and accordingly the account will not be impressed with any trust or other equitable interest in favor of the Client, any monies, approved debt securities, approved securities and other asset paid to or deposited with the Clearing House via the Company is thereby freed from trust. |
| 2.7 | The Company is bound by the rules of the Futures Exchange which permit the Futures Exchange to take steps to limit the positions or require the closing out of contracts on behalf of the Client who in the opinion of the Futures Exchange are accumulation positions which are or may be capable of adversely affecting the fair and orderly operation of any market or markets as the case may be. |
| 2.8 | The Futures Exchange and the SFC may request the Company to disclose the name, beneficial identity and such other information concerning the Client and the Client shall, upon the request of the Company for the compliance thereof, provide the requested information to the Company. |
| 3.1 | The Client shall maintain sufficient margin deposit at the Futures Account as required by the Company at its sole discretion from time to time. |
| 3.2 | The Company has the right to require more margin or variation adjustment or interest rate cash adjustment than that required by the Futures Exchange and/or any relevant governing body. Pursuant to the Governing Rules, the Company may be required to report to the Futures Exchange and the SFC all related open positions thereof if any margin call or demand request is not duly met by the Client. |
| 4.1 | Any provision under the Terms & Conditions and the Trading Policy will not operate to remove, exclude or restrict any rights of the Client or obligations of the Company under the Hong Kong law. |
| 4.2 | The Company has the right to retain for itself all interests accrued on any amount in any trust account or any account established by the Company for the Futures Account unless the Client is notified by the Company to the contrary at such rate and on such terms as determined by the Company from time to time. |
| 1.1 | This schedule is supplemental to the Standard Terms for Margin Accounts. |
| 2.1 | The Client authorizes I-ACCESS to do the following acts and things relating to the Margin Account on the Client¡¦s behalf and at the sole discretion of I-ACCESS: |
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| 2.2 | I-ACCESS shall have the right to do the following acts and things relating to the Margin Account at its sole discretion on the Client¡¦s behalf which, subject to the applicable law from time to time, shall be valid for a period of 12 months from the date of the signing of the Account Form: |
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which right shall remain in full force and effect until the Client submit a written notice for not less than five Business Day(s) to I-ACCESS for its withdrawal thereof provided that such notice shall not be effective if there are any outstanding debt in the Margin Account. If the right of I-ACCESS hereunder is revoked or is not renewed by the Client, I-ACCESS shall have the sole discretion to charge a higher margin interest rate to the Margin Account or cease to provide Securities Margin Financing to the Client. |
| 3.1 | The Client shall pay I-ACCESS and/or to deposit at all times sufficient Collateral as required by I-ACCESS from time to time for the procurement of the Margin Facility. |
| 3.2 | The Collateral must be free from all encumbrances other than that constituted under the Margin Account and that the Client is lawfully entitled to create security over them in favor of I-ACCESS. |
| 3.3 | The Client may not, except with I-ACCESS¡¦s express written consent, create any form of encumbrance or security on or over any of the Collateral other than that constituted under the Margin Account. |
| 3.4 | Collateral under the Margin Account will be registered in the name of or deposited with I-ACCESS, I-ACCESS¡¦s nominees, I-ACCESS¡¦s banker or any other institution providing custodian facilities or Securities Margin Financing. |
| 3.5 | I-ACCESS will credit any dividends or other benefits arising from the Collateral received on behalf of the Client to the Margin Account as Collateral. |
| 3.6 | I-ACCESS or its nominee may exercise at its sole discretion the voting rights attached to the Collateral and all powers given to trustees by sections 11(4) and (5) of the Trustee Ordinance of Hong Kong. |
| 3.7 | Upon any release by I-ACCESS to the Client of any part of the Collateral, it shall be sufficient if I-ACCESS releases to the Client the same class and relevant nominal amount of the Collateral (subject to any capital reorganization of the company to which the Collateral relates). |
| 3.8 | I-ACCESS has the right to hold all Collateral in the Margin Account as a continuing security for the payment and/or discharge of the obligations of the Client arising from any Transaction. I-ACCESS has further right to dispose of all or part of Collateral or asset held under the Margin Account for the settlement of any of the Obligations. |
| 4.1 | I-ACCESS has the right without prior notice or consent from the Client, to dispose of or otherwise deal with any part of the Collateral at its absolute discretion when any amount in the Margin Account has become due and payable. In the event of any deficiency after the sale of the above Collateral, the Client shall make good and pay on demand to I-ACCESS such deficiency. |
| 4.2 | The proceeds of such enforcement shall be applied in the following order: (a) in payment of all costs, charges, legal and other fees and expenses including stamp duty, commission and brokerage properly incurred in transferring or perfecting title of any part of the Collateral; (b) in payment of the interest for the time being accruing due; (c) towards the payment of the amount so due (other than the interest) under the Margin Account; (d) towards the payment of all or part of the amount due by the Client to any member(s) of the ISS Group; and (e) the residue, if any, shall be paid to the Client or its order. |
| 4.3 | I-ACCESS may resort to other means of obtaining payment or securing performance as it thinks fit without affecting the security created herein. |
| 4.4 | I-ACCESS has the right to dispense with protest, notice of protest and notice of dishonor of any instruments associated with the Client¡¦s liabilities to I-ACCESS or the Collateral, whether upon inception, maturity, acceleration of maturity or otherwise, and any other notice and demand whatsoever, whether or not relating to such instruments. |
| 4.5 | Any forbearance or failure or delay by I-ACCESS in exercising any right in this clause shall not be deemed to be a waiver of such right and any single or partial exercise of any right hereunder shall not preclude the future exercise thereof. |
| 4.6 | The Client shall pay or reimburse I-ACCESS immediately upon demand all costs, charges and expenses incurred by I-ACCESS in connection with the enforcement of or the preservation of any of the rights of I-ACCESS under the Margin Account including but not limited to the legal fees and collection expenses incurred by I-ACCESS on a full indemnity basis. |
| 5.1 | I-ACCESS may charge interest on the debit balance in the Margin Account on a daily basis at such rate permitted under the Money Lenders Ordinance. |
| 5.2 | I-ACCESS will notify the Client of any changes or amendments in respect of the arrangement of charge of interest set out in this clause. The arrangement set out shall be deemed to be accepted by the Client and shall be binding upon the Client until written objection is received from the Client. |
| 5.3 | I-ACCESS has the right to retain for itself all interests accrued on any amount in any trust account or any account established by I-ACCESS for the Margin Account unless the Client is notified by I-ACCESS to the contrary at such rate and terms as determined by I-ACCESS from time to time. |
| 1. | The prices of Securities fluctuate, sometimes dramatically. The price of a security may move up or down, and may become valueless. It is as likely that losses will be incurred rather than profit made as a result of buying and selling securities. |
| 2. | The securities under the Pilot Program are aimed at sophisticated investors. The Client should consult I-ACCESS and become familiarized with the Pilot Program before trading in the Securities under the Pilot Program. The Client should be aware that the Securities under the Pilot Program are not regulated as a primary or secondary listing on the main board of the Stock Exchange or the GEM. |
| 1. | GEM securities involve a high investment risk. In particular, companies may list on Gem with neither a track record of profitability nor any obligation to forecast future profitability. GEM Securities may be very volatile and illiquid. |
| 2. | The Client should make the decision to invest only after due and careful consideration. The greater risk profile and other characteristics of GEM mean that it is a market more suited to professional and other sophisticated investors. |
| 3. | Current information on GEM Securities may only be found on the Internet website operated by the Stock Exchange. Companies listed on GEM are usually not required to issue paid announcements in gazetted newspapers. |
| 4. | The Client should seek independent professional advice if it is uncertain of or has not understood any aspect of this risk disclosure statement or the nature and risks involved in trading of GEM Securities. |
Subject to the provision of Securities and Futures Ordinance and any other applicable laws, rules and regulations, The Company may take the opposite position to the order of the Client in relation to any futures contract and/or options contract, whether on its own account or on behalf of its other clients, provided that such trade is executed competitively on or through the facilities of the Futures Exchange or any other relevant exchanges in accordance with any applicable rules and regulations. |
| 1.1 | The risk of loss in trading futures contracts or options is substantial. In some circumstances, the Client may sustain losses in excess of its initial margin funds. Placing contingent orders, such as ¡§stop-loss¡¨ or ¡§stop-limit¡¨ orders, will not necessarily avoid loss. Market conditions may make it impossible to execute such orders. The Client may be called upon at short notice to deposit additional margin funds. If the required funds are not provided within the prescribed time, the Client¡¦s position may be liquidated. The Client will remain liable for any resulting deficit in its account. The Client should therefore study and understand futures contracts and options before the Client trades and carefully considers whether such trading is suitable in the light of its own financial position and investment objectives. If the Client trades options it should inform itself of exercise and expiration procedures and its right and obligations upon exercise or expiry. |
| 2.1 | Transactions in futures carry a high degree of risk. The amount of initial margin is small relative to the value of the futures contract so that transactions are ¡¥leveraged¡¦ or ¡¥geared¡¦. A relatively small market movement will have a proportionately large impact on the funds you have deposited or will have to deposit: this may work against you as well as for you. You may sustain a total loss of initial margin funds and any additional funds deposited with the firm to maintain your position. If the market moves against your position or margin levels are increased, you may be called upon to pay substantial additional funds on short notice to maintain your position. If you fail to comply with a request for additional funds within the time prescribed, your position may be liquidated at a loss and you will be liable for any resulting deficit. |
| 3.1 | Transactions in options carry a high degree of risk. Purchasers and sellers of options should familiarize themselves with the type of option (i.e. put or call) which they contemplate trading and the associated risks. You should calculate the extent to which the value of the options must increase for your position to become profitable, taking into account the premium and all transaction costs. |
| 3.2 | The purchaser of options may offset or exercise the options or allow the options to expire. The exercise of an option results either in a cash settlement or in the purchaser acquiring or delivering the underlying interest. If the option is on a futures contract, the purchaser will acquire a futures position with associated liabilities for margin (see the section on Futures above). If the purchased options expire worthless, you will suffer a total loss of your investment of which will consist of the option premium plus transaction costs. If you are contemplating purchasing deep-out-of -the-money options, you should be aware that the chance of such options becoming profitable ordinarily is remote. |
| 3.3 | Selling (¡¥writing¡¦ or ¡¥granting¡¦) an option generally entails considerably greater risk than purchasing options. Although the premium received by the seller is fixed, the seller may sustain a loss well in excess of that amount. The seller will be liable for additional margin to maintain the position if the market moves unfavorably. The seller will also be exposed to the risk of the purchaser exercising the option and the seller will be obligated to either settle the option in cash or to acquire or deliver the underlying interest. If the option is on a futures contract, the seller will acquire a position in a futures contract with associated liabilities for margin (see the section on Futures above). If the option is ¡¥covered¡¦ by the seller holding a corresponding position in the underlying interest or a futures contract or another option, the risk may be reduced. If the option is not covered, the risk of loss can be unlimited. |
| 3.4 | Certain exchanges in some jurisdictions permit deferred payment of the option premium, exposing the purchaser to liability for margin payments not exceeding the amount of the premium. The purchaser is still subject o the risk of losing the premium and transaction costs. When the option is exercised or expires, the purchaser is responsible for any unpaid premium outstanding at that time. |
HSI Services Limited (¡§HSI¡¨) currently publishes, compiles and computes a number of stock indices and may publish, compile and compute such additional stock indices at the request of Hang Seng Date Services Limited (¡§HSDS¡¨) from time to time (collectively ¡§Hang Seng Indices¡¨). The marks, names and processes of compilation and computation of the respective Hang Seng Indices are the exclusive property of and proprietary to HSDS. HSI has granted to the Futures Exchange by way of licence the use of the Hang Seng Index and four sub-indices of the Hang Seng Index, the Hand Seng China-Affiliated Corporations Index and the Hang Seng China Enterprises Index solely for the purposes of and in connection with the creation, marketing and trading of options contracts and futures contracts based on such indices respectively and may from time to time grant to the Futures Exchange corresponding use of any other Hang Sent Indices for the purposes of and in connection with options contracts and futures contracts based on such other Hang Seng Indices (collectively ¡§Contracts¡¨). The process and basis of compilation and computation of any of the Hang Seng Indices and any of the related formula or formulae, constituent stocks and factors may at any time be changed or altered by HSI without notice and Futures Exchange may at any time require that trading in and settlement of such of the Contracts as the Futures Exchange may designate be conducted by reference to an alternative index or alternative indices to be calculated. Neither the Futures Exchange nor HSDS nor HSI warrants or represents or guarantees to any member of the Futures Exchange or any third party the accuracy or completeness of the Hang Seng Indices or any of them and the compilation and computation thereof or any information related thereto and no such warranty or representation or guarantee of any kind whatsoever relation to the Hang Seng Indices or any of them is given or may be implied. Further, no responsibility or liability whatsoever is accepted by the Futures Exchange, HSDS or HSI in respect of the use of the Hang Seng Indices or any of them for the purposes of and in connection with the Contracts or any of them and/or dealings therein, or for any inaccuracies, omissions, mistakes, errors, delays, interruptions, suspension, changes or failures (including but not limited to those resulting from negligence) of HSI in the compilation and computation of the Hang Seng Indices or any of them or for any economic or other losses which may be directly or indirectly sustained as a result thereof by member of the Futures Exchange or any third party dealing with the Contracts of any of them. No claims, actions or legal proceedings may be brought by any member of the Futures Exchange of any third party against the Futures Exchange and/or HSDS and/or HSI in connection with or arising out of matters referred to in this disclaimer. Any member of the Futures Exchange or any third party deals in the Contracts of any of them in full knowledge of this disclaimer and can place no reliance whatsoever on the Futures Exchange, HSDS and/or HSI. |
Stock indices and other proprietary products upon which contracts traded on the Futures Exchange may be based may from time to time be developed by the Futures Exchange. The process of compilation and computation of each of the HK Exchange Indices is and will be the exclusive property of and proprietary to the Futures Exchange. The process and basis of compilation and computation of the HK Exchange Indices may at any time be changed or altered by the Futures Exchange without notice and the Futures Exchange may at any time require that trading in and settlement of such futures or options contracts based on any of the HK Exchange Indices as the Futures Exchange may designate be conducted by reference to an alternative index to be calculated. The Futures Exchange does not warrant or represent or guarantee to any Exchange Participant or any third party the accuracy or completeness of any of the HK Exchange Indices or their compilation and computation or any information related thereto and no such warranty or representation or guarantee of any kind whatsoever relating to any of the HK Exchange Indices is given or may be implied. Further, no responsibility or liability whatsoever is accepted by the Futures Exchange in respect of the use of any of the HK Exchange Indices or for any inaccuracies, omissions, mistakes, errors, delays, interruption, suspensions, changes or failures (including but not limited to those resulting from negligence) of the Futures Exchange or any other person or persons appointed by the Futures Exchange to compile and compute any of the HK Exchange Indices in the compilation and computation of any of the HK Exchange Indices or for any economic or other losses which may be directly or indirectly sustained as a result thereof by any Exchange Participant or any third party dealing with futures and options contracts based on any of the HK Exchange Indices. No claims, actions or legal proceedings may be brought by any Exchange Participant or any third party against the Futures Exchange in connection with or arising out of matters referred to in this disclaimer. Any Exchange participant or any third party engages in transactions in futures and options contracts based on any of the HK Exchange Indices in full knowledge of this disclaimer and can place no reliance on the Futures Exchange in respect of such transactions. |
| 1. | The risk of loss in financing a transaction by deposit of Collateral is significant. The Client may sustain losses in excess of its cash and any other assets deposited as Collateral with the Company. Market conditions may make it impossible to execute contingent orders, such as "stop-loss" or "stop-limit" orders. The Client may be called upon at short notice to make additional margin deposits or interest payments. If the required margin deposits or interest payments are not made within the prescribed time, the Client¡¦s Collateral may be liquidated without the Client¡¦s consent. Moreover, the Client will remain liable for any resulting deficit in its account and interest charged on its account. The Client should therefore carefully consider whether such a financing arrangement is suitable in light of its own financial position and investment objectives. |
| 2. | There is risk if the Client provides the Company with an authority that allows it to apply the Client¡¦s securities or securities collateral pursuant to a securities borrowing and lending agreement, repledge the Client¡¦s securities collateral for financial accommodation or deposit the Client¡¦s securities collateral as collateral for the discharge and satisfaction of its settlement obligations and liabilities. |
| 3. | If the Client¡¦s securities or securities collateral are received or held by the Company in Hong Kong, the above arrangement is allowed only if the Client consents in writing. Moreover, unless the Client is a professional investor, the Client¡¦s authority must specify the period for which it is current and be limited to not more than 12 months. If the Client is a professional investor, these restrictions do not apply. |
| 4. | Additionally, the Client¡¦s authority may be deemed to be renewed (i.e. without the Client¡¦s written consent) if the Company issues the Client a reminder at least 14 days prior to the expiry of the authority, and the Client do not object to such deemed renewal before the expiry date of the Client¡¦s then existing authority. |
| 5. | The Client is not required by any law to sign these authorities. But an authority may be required by the Company, for example, to facilitate margin lending to the Client or to allow the Client¡¦s securities or securities collateral to be lent to or deposited as collateral with third parties. The Company should explain to the Client the purposes for which one of these authorities is to be used. |
| 6. | If the Client signs one of these authorities and the Client¡¦s securities or securities collateral are lent to or deposited with third parties, those third parties will have a lien or charge on the Client¡¦s securities or securities collateral. Although the Company is responsible to the Client for securities or securities collateral lent or deposited under the Client¡¦s authority, a default by it could result in the loss of the Client¡¦s securities or securities collateral. |
| 7. | A cash account not involving securities borrowing and lending is available from most licensed or registered persons. If the Client does not require margin facilities or does not wish the Client¡¦s securities or securities collateral to be lent or pledged, does not sign the above authorities and ask to open this type of cash account. |
Client assets received or held by the Company outside Hong Kong are subject to the applicable laws and regulations of the relevant overseas jurisdiction which may be different from the Securities and Futures Ordinance (Cap.571) and the rules made thereunder. Consequently, such client assets may not enjoy the same protection as that conferred on client assets received or held in Hong Kong.
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| (a) | The Client may have or may in future be requested to supply personal information to the Company relating to the Client, and in the carrying out of Transactions, further information shall or may be collected by the Company (all such information is referred to as ¡§data¡¨ in this Part). |
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| (b) | Request for data on the Account Form or otherwise shall oblige the Client to complete the same, and any failure so do may result in the Company being unable to open or continue the Account, or unable to effect Instructions. |
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| (c) | The Company may provide data received from the Client to the following persons:- |
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| (d) | The purposes for which the data provided by the Client from time to time may be used are:- |
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| (e) | The Client may request a copy of such data or the correction of the data. Any such request may be addressed to the personal data officer of the Company at its business office from time to time. The Company may charge the Client a fee for any such request. |
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| (f) | Any member of the ISS Group may use the data and supply the Client with information about other service or products of any member of the ISS Group. The Client may in writing request, without charge to Client, any member of the ISS Group to cease to use the data for such purpose. |
| © Copyright. I-Access Investors Ltd 2005-2008. All rights reserved. | Disclaimers |