Vista Advisers Limited — Terms of Business
1. Welcome
Thank you for considering Vista Advisers Limited (“Vista”) as your financial adviser.
These Terms of Business explain how we work with clients, the services we provide, what you can expect from us and what we ask of you in return. They form an important part of our agreement with you and should be read together with your Engagement Letter, our Fees, Charges & Remuneration document, our Privacy Notice and any other documents provided as part of your engagement with us.
Our objective is to build long-term advisory relationships based on trust, transparency and professional judgement. We believe that better financial decisions are made when investments, pensions, business interests, taxation, estate planning and family circumstances are considered together, rather than in isolation.
Every client relationship is different. Some clients engage us to advise on a specific issue, while others ask us to act as their ongoing adviser across a broad range of financial matters. The scope of the services we provide will always be agreed with you at the outset of our engagement and may subsequently be varied by mutual agreement as your circumstances, objectives or requirements change.
If there is anything within these Terms of Business that you do not understand, please ask us. We will always be happy to explain how we work and what you can expect from us.
2. About Vista Advisers Limited
Vista Advisers Limited is an independent financial planning and investment advisory firm authorised and regulated by the Central Bank of Ireland.
Registered Office: 2 Redwood Grove Blackrock County Dublin A94 Y058 Ireland
Company Registration Number: 804064 Central Bank of Ireland Reference Number: C576851
Unless otherwise agreed in writing, all services are provided by Vista Advisers Limited in accordance with these Terms of Business.
3. Our Regulatory Status
Vista Advisers Limited is authorised and regulated by the Central Bank of Ireland (reference number C576851).
Vista is authorised as an investment intermediary under the Investment Intermediaries Act 1995 (as amended), to provide investment advice and to receive and transmit orders on behalf of clients in relation to listed shares and bonds, collective investment scheme instruments, tracker bonds and Personal Retirement Savings Accounts (PRSAs). Vista is also registered as an insurance intermediary under the European Union (Insurance Distribution) Regulations 2018 in respect of life assurance. Further details are set out in our Regulatory Information document and will be explained where relevant to your engagement.
Vista provides investment advice on an independent basis. For life assurance, Vista provides advice on the basis of a fair and personal analysis of the market. Vista is not tied to any product producer. Vista does not hold 10% or more of the voting rights or capital in any insurance undertaking, and no insurance undertaking (or its parent) holds 10% or more of the voting rights or capital in Vista.
Vista does not hold client money or client assets. Where a recommendation is implemented, the relevant investment or policy is arranged with, and held by, the product producer or platform concerned.
Where Vista provides regulated financial services, those services are provided in accordance with applicable financial services legislation and the requirements of the Central Bank of Ireland.
Certain professional services that we provide, including aspects of financial planning, cashflow modelling, implementation support and the coordination of other professional advisers, may not themselves constitute regulated financial services. Where appropriate, we will explain the nature of the services being provided and any applicable regulatory protections.
4. Our Services
Vista provides independent financial planning and investment advisory services tailored to the individual circumstances of each client.
While the precise scope of our engagement will vary from client to client, many clients engage Vista to provide ongoing advice regarding the management of their investments and to help them make informed financial decisions over the long term.
Depending upon your circumstances and the agreed scope of our engagement, our services may include:
- Financial planning.
- Investment strategy and strategic asset allocation.
- Review of existing investment portfolios.
- Advice regarding investment products, investment managers and investment platforms.
- Retirement and pension planning.
- Insurance and protection planning.
- Estate and succession planning.
- Cashflow modelling.
- Family wealth planning.
- Working alongside and coordinating accountants, tax advisers, solicitors, trustees and other professional advisers.
- Ongoing review of investment strategy, investment products, investment managers and investment portfolios where this forms part of an agreed ongoing advisory service.
- Ongoing strategic financial advice.
Not every service will be relevant to every client.
The scope of our engagement will be agreed with you at the outset of our relationship and confirmed in writing. Any subsequent changes to the agreed scope of services will also be confirmed with you.
Where appropriate, we may recommend that you obtain specialist legal, taxation or other professional advice. While Vista may help coordinate advice between your professional advisers, each adviser remains responsible for the advice and services they provide.
5. How We Develop Our Advice
Vista’s advice is founded on the belief that good financial decisions are rarely made by considering investments, pensions, taxation or other financial matters in isolation.
Where relevant to the services we have been engaged to provide, we seek to understand your wider financial circumstances, your objectives, your family situation, your business interests and your longer-term plans before making recommendations. This helps us provide advice that is informed by the broader context in which financial decisions are made.
Clients engage Vista because they value independent judgement in relation to investment strategy, investment managers, investment products and portfolio construction. Our recommendations are intended to reflect both our assessment of the available options and your individual circumstances, objectives and attitude to investment risk.
Our recommendations are intended to be thoughtful, evidence-based and proportionate. We will explain the reasons for our recommendations, together with any significant risks, assumptions or uncertainties that should be taken into account.
We do not believe that change should be recommended simply because an alternative product or investment is available. Where we believe that your existing arrangements continue to be appropriate, we will tell you so.
Similarly, where we believe that changes are likely to improve your long-term financial position or help you achieve your objectives more effectively, we will explain the reasons for those recommendations and any implications they may have.
Where you have engaged Vista to provide an ongoing advisory service, we will periodically review those aspects of your financial arrangements that fall within the agreed scope of our engagement and discuss with you whether any changes are appropriate.
6. How We Work With Clients
Every client has different circumstances, objectives and priorities. For that reason, our advice is tailored to your individual needs rather than following a standard process or recommending pre-packaged solutions.
Our engagement will begin by agreeing the scope of the services you would like us to provide. This will normally be documented in an Engagement Letter or other written agreement.
In providing our services, we will seek to understand your personal and financial circumstances, your objectives, your attitude to investment risk and your capacity for financial loss, together with any other information that we reasonably consider necessary to provide appropriate advice.
Where we provide investment advice, our recommendations will take account of your agreed investment objectives, your financial circumstances and any other information relevant to the advice being provided.
Where we make a recommendation, we will provide you with a written statement setting out the reasons for our recommendation, why it is considered suitable for you, and any significant risks that should be considered (a statement of suitability).
Where a recommended product carries a statutory cooling-off or cancellation right, we will tell you about it at the relevant time.
Where implementation services form part of our engagement, we will assist you in implementing agreed recommendations. The extent of any implementation support will depend upon the scope of our engagement.
Where an ongoing advisory service has been agreed, we will provide the review and oversight services described in your Engagement Letter or other written agreement. Unless expressly agreed otherwise, Vista is not responsible for providing continuous monitoring of your financial affairs or investment portfolio.
7. Our Responsibilities
When providing services to you, Vista will:
- act honestly, fairly and professionally in your best interests;
- exercise reasonable skill, care and diligence in providing our services;
- provide advice that is appropriate to your individual circumstances and objectives;
- explain our recommendations in a clear and understandable manner;
- disclose any actual or potential conflicts of interest in accordance with our Conflicts of Interest Policy;
- maintain appropriate records of the services we provide;
- protect the confidentiality of your personal information in accordance with applicable data protection legislation; and
- comply with applicable legal and regulatory requirements.
8. Your Responsibilities
In order for us to provide appropriate advice, you agree to:
- provide complete, accurate and timely information;
- provide any documentation reasonably requested by us;
- inform us promptly of any material changes to your personal or financial circumstances;
- inform us of any significant changes to your objectives, future plans or priorities which may affect the advice we provide;
- review our recommendations carefully before making decisions;
- ask us if anything is unclear or if you require further explanation; and
- notify us promptly if you believe any information we hold about you is inaccurate.
Our advice is based upon the information made available to us. Vista cannot accept responsibility for advice that becomes inappropriate because information provided to us was inaccurate, incomplete or out of date.
9. Fees, Charges & Remuneration
Vista believes that clients should understand clearly how their adviser is paid.
Details of our fees, payment arrangements and remuneration disclosures are set out in our separate Fees, Charges & Remuneration document, which forms part of our agreement with you.
Before undertaking chargeable work, we will agree the basis upon which fees will be calculated.
Unless otherwise agreed in writing, fees will become payable in accordance with the terms set out in our Fees, Charges & Remuneration document.
10. Working With Other Professional Advisers
Many clients already have established relationships with accountants, tax advisers, solicitors, trustees or other professional advisers.
Where appropriate, Vista is happy to work alongside these advisers in order to help ensure that financial decisions are considered in their broader context.
With your authority, we may communicate directly with your other professional advisers, share relevant information and help coordinate the implementation of agreed recommendations.
Unless expressly agreed otherwise in writing, each professional adviser remains solely responsible for the advice and services they provide within their own area of expertise. Vista accepts no responsibility for advice provided by third parties.
11. Conflicts of Interest
Vista is committed to acting honestly, fairly and professionally in the best interests of its clients.
We have established policies and procedures designed to identify, manage and, where appropriate, avoid conflicts of interest that could arise between:
- Vista and a client;
- one client and another client; or
- Vista and another party.
Where we become aware of an actual or potential conflict of interest that cannot reasonably be avoided, we will disclose the nature of the conflict to you before proceeding, together with the steps we propose to take to manage it.
A copy of our Conflicts of Interest Policy is available on request.
12. Data Protection and Confidentiality
Vista recognises that clients entrust us with highly confidential personal and financial information.
We will collect, process, store and protect your personal information in accordance with applicable data protection legislation and our Privacy Notice.
Information relating to your affairs will be treated as confidential unless:
- you authorise us to disclose it;
- disclosure is required by law or regulation; or
- disclosure is necessary in connection with the services we provide to you.
Where appropriate and with your authority, we may exchange information with your accountants, tax advisers, solicitors, trustees or other professional advisers to facilitate the provision of coordinated advice.
Further information regarding the processing of your personal information is contained in our Privacy Notice.
13. Communications
Unless we agree otherwise, we will communicate with you using the contact details you have provided to us.
Communications may be provided by post, telephone, email, secure electronic portal or other agreed methods.
While email is a convenient means of communication, it is not always completely secure. By engaging Vista, you acknowledge that we may communicate with you by email unless you request otherwise.
It is your responsibility to notify us promptly if your contact details change.
14. Complaints
Vista is committed to providing a high standard of professional service.
If you are dissatisfied with any aspect of our service, we encourage you to tell us as soon as possible so that we have the opportunity to investigate the matter and seek to resolve it promptly and fairly.
Complaints may be submitted by email to compliance@vistaadvisers.ie or by writing to our registered office.
A copy of our Complaints Procedure is available on request and is also available on our website. It sets out how we handle complaints, including the timeframes within which we will respond.
If we are unable to resolve your complaint to your satisfaction, you may be entitled to refer the matter to the Financial Services and Pensions Ombudsman (FSPO).
Nothing in these Terms of Business affects any statutory rights you may have.
15. Investor Compensation
Vista Advisers Limited is a member of the Investor Compensation Scheme established under the Investor Compensation Act 1998.
The purpose of the Scheme is to provide compensation to eligible clients in certain circumstances where an authorised investment firm is unable to meet its obligations. Compensation is limited to 90% of the eligible amount of a client’s loss, or €20,000, whichever is the lesser.
Details of the Scheme and the circumstances in which compensation may be payable are available on request and from the Investor Compensation Company DAC.
16. Limitation of Liability
Vista will exercise reasonable skill, care and diligence in providing the services agreed with you.
Nothing in these Terms of Business seeks to exclude or limit any liability which cannot lawfully be excluded under Irish law, including any liability for breach of a duty owed under the Central Bank’s Consumer Protection Code or other applicable regulatory requirements.
Subject to the foregoing, Vista shall not be liable for:
- losses arising from inaccurate, incomplete or misleading information provided to us;
- delays or failures caused by circumstances beyond our reasonable control;
- advice or services provided by third-party professional advisers;
- investment performance or market movements that could not reasonably have been foreseen or controlled.
Where permitted by law, Vista’s total liability arising from the services provided under these Terms of Business shall not exceed the level of cover provided by our professional indemnity insurance in respect of the relevant claim.
Nothing in this clause limits your statutory rights.
17. Ending Our Engagement
Vista seeks to build long-term advisory relationships based on mutual trust, openness and good communication. While either you or Vista may decide to end our engagement, we believe that, wherever practicable, it is in the interests of both parties to ensure that this is managed in a professional and orderly manner.
One-off Engagements
Where Vista has been engaged to provide a specific piece of work, our engagement will normally conclude once the agreed services have been completed, unless we agree to provide further services.
Ongoing Advisory Services
Either you or Vista may terminate an ongoing advisory engagement by giving not less than three months’ written notice, unless a different notice period has been agreed in writing.
During the notice period:
- Vista will continue to provide the agreed ongoing services unless otherwise agreed.
- Fees will continue to be payable in accordance with the agreed fee arrangement, on a pro-rata basis to the date on which the engagement ends.
- Both parties will have the opportunity to discuss any concerns that have arisen and, where appropriate, consider whether the relationship can continue.
Where you intend to appoint another adviser, Vista will cooperate, where reasonably practicable, to facilitate an orderly transition of responsibility, subject to applicable legal and regulatory obligations and the settlement of any outstanding fees.
Vista may, at its discretion, agree to shorten or waive the notice period where this is considered appropriate in the circumstances.
Immediate Termination
Either party may terminate the engagement with immediate effect where there are reasonable grounds for doing so, including (but not limited to):
- a serious breakdown in trust or confidence;
- failure to provide information reasonably required for Vista to provide its services;
- abusive, threatening or inappropriate behaviour;
- circumstances that would cause Vista to breach legal or regulatory obligations;
- fraud, dishonesty or suspected financial crime;
- persistent non-payment of agreed fees following reasonable efforts to resolve the matter.
Termination of our engagement will not affect:
- fees and expenses properly incurred up to the date on which the engagement ends;
- rights and obligations that have arisen prior to termination; or
- any provisions of these Terms of Business that are intended to continue after the engagement has ended.
Following termination, Vista will retain client records for the periods required by applicable legal and regulatory requirements and in accordance with our Privacy Notice and Record Retention Policy.
18. Governing Law
These Terms of Business shall be governed by and interpreted in accordance with the laws of Ireland.
Any dispute arising in connection with these Terms shall be subject to the jurisdiction of the Irish courts, subject always to any mandatory rights available to consumers under applicable law.
19. Contact Details
Vista Advisers Limited Registered Office: 2 Redwood Grove Blackrock County Dublin A94 Y058 Ireland
Company Registration Number: 804064 Central Bank of Ireland Reference Number: C576851
General enquiries: info@vistaadvisers.ie Compliance enquiries: compliance@vistaadvisers.ie