Ecco il testo tradotto in inglese:
Terms of Service (“Terms”) of Velara Capital
These Terms of Service (“Terms”) govern your access to and use of services provided by Velara Capital. By accessing or using our services, you agree to comply with these Terms. If you do not agree, you must refrain from using our services.
1. Acceptance of Terms
• By using Velara Capital’s website, platform, or services, you agree to these Terms and our Privacy Policy.
• These Terms may be updated periodically; continued use of our services constitutes acceptance of the revised Terms.
2. Eligibility
• You must be at least 18 years old to use our services.
• By using our services, you represent that all information you provide is accurate, complete, and up-to-date.
3. Use of Services
• Permitted Use: You agree to use our services only for lawful purposes and in accordance with these Terms.
• Prohibited Activities:
• Engaging in fraudulent or illegal activities.
• Interfering with or disrupting our platform.
• Attempting to gain unauthorized access to our systems.
4. Accounts and Security
• Account Creation: You are responsible for maintaining the confidentiality of your account credentials and all activities that occur under your account.
• Security Measures: Notify us immediately of any unauthorized access or breach of security.
• Termination: We reserve the right to suspend or terminate your account if you violate these Terms.
5. Fees and Payments
• Any fees associated with our services will be clearly stated and agreed upon before service initiation.
• All payments must be made in accordance with the specified terms. Failure to do so may result in suspension or termination of services.
6. Intellectual Property
• All content, trademarks, logos, and materials provided by Velara Capital are the property of Velara Capital or its licensors.
• You may not copy, modify, or distribute any content without prior written consent.
7. Limitation of Liability
• Velara Capital shall not be liable for:
• Indirect, incidental, or consequential damages arising from your use of our services.
• Losses caused by unauthorized access to your account or third-party failures.
• Our liability is limited to the amount you have paid for our services in the 12 months prior to the claim.
8. Indemnification
• You agree to indemnify and hold Velara Capital harmless from any claims, damages, or expenses arising from your breach of these Terms or misuse of our services.
9. Governing Law
• These Terms are governed by and construed in accordance with the laws of [your jurisdiction]. Any disputes will be resolved exclusively in the courts of [your jurisdiction].
10. Dispute Resolution
• Arbitration: Any disputes arising from these Terms shall be resolved through binding arbitration in accordance with the rules of [Arbitration Body].
• Exceptions: Claims related to intellectual property rights or breaches of confidentiality may be pursued in court.
11. Termination of Services
• We reserve the right to terminate or suspend your access to our services at our discretion, including but not limited to violations of these Terms or fraudulent activities.
12. Contact Information
For questions or concerns about these Terms, please contact:
• Email: support@velaracapital.com
Automatic Exchange of Information for Tax Purposes (AEOI)
What is AEOI?
AEOI requires Swiss financial institutions, including Velara Capital, to identify and report accounts subject to notification to the Federal Tax Administration (FTA). These accounts include those held by individuals or legal entities, including accounts held in trust for third parties. Notification occurs without requiring explicit consent from the account holder.
What Information is Exchanged?
The information includes personal data (name, address, tax residence, tax identification number) and account data (balance, income from interest, dividends, and other transactions). This data is transmitted to the FTA and subsequently shared with the tax authorities of the account holder’s residence.
Purpose of the Information
The information is exclusively used for tax purposes and handled with the utmost confidentiality by the relevant authorities.
Data Protection Information
1. Types of Data Collected
Velara Capital collects personal data such as:
• Personal information (name, address, date of birth).
• Financial information (transactions, investments, income).
• Professional information (occupation, work experience).
• Special categories of data, where legally permitted, such as biometric data or medical information.
2. Purpose of Data Processing
Personal data is processed to:
• Fulfill contractual and legal obligations.
• Ensure cybersecurity and prevent fraud.
• Improve services and manage risks.
3. Access and Data Protection
• Data is accessible only to authorized personnel.
• Technical and organizational measures ensure data security.
4. Transfer of Data to Third Countries
Data may be transferred outside Switzerland only if necessary to fulfill contractual or legal obligations.
5. Retention Period
The bank retains personal data only for as long as necessary to achieve the purpose for which it was collected, or to comply with legal and regulatory requirements.
6. Rights of Data Subjects
Individuals have the right to access, rectify, delete, or restrict the processing of their personal data.
Ecco la traduzione dell’intero testo restante in inglese:
Automatic Exchange of Information (AEI) for Tax Purposes
What is the Automatic Exchange of Information (AEI)?
The AEI obliges Swiss financial institutions subject to reporting requirements to identify reportable accounts and notify them to the Federal Tax Administration (FTA). Reportable accounts include those held by natural persons and legal entities. If an account of a natural person or legal entity other than a financial institution is held in trust for the benefit of a third party, that person or the beneficial owner is considered the account holder under the AEI framework. For accounts held by legal entities, the identification and reporting obligation also extends to the controlling persons in certain cases.
For detailed information on the concept of “account holder” or “controlling person,” we refer you to the OECD’s Common Reporting Standard (CRS) and its related implementing provisions. An account is reportable only if the holder and/or the controlling persons are reportable persons. “Reportable persons” include individuals or entities with tax residence in jurisdictions with which Switzerland has an AEI agreement (partner jurisdiction).
Swiss financial institutions are required to report annually to the FTA the information concerning accounts held by reportable persons. Such reporting does not require the prior consent of the reportable persons. Upon receipt, the FTA exchanges this data with the tax authorities of the jurisdiction of residence of the reportable person.
What information is exchanged?
The information subject to reporting includes personal data and account details of reportable accounts. Personal data consists of the name, address, tax residence country, tax identification number, and date of birth of the account holder or beneficial owner or the controlling person. The account details reported include the account number, gross total income from dividends, interest, and other income, gross proceeds from the sale or redemption of assets, and the total balance or value of the account at the end of the calendar year. The name and tax identification code of Velara Capital SA are also reported.
What is the purpose of the information exchange?
In principle, the information transmitted may only be accessed by the tax authorities of the partner jurisdiction of the reportable person’s residence and can only be used for tax purposes. The receiving state is generally prohibited from forwarding the information to another country. The data must also be treated confidentially. In principle, the receiving state can disclose the transmitted information only to persons and authorities dealing with taxation or oversight in that state.
Data Protection Information under the Swiss Data Protection Act (DPA) and the EU General Data Protection Regulation (GDPR)
In the context of its activities, Velara Capital SA (hereafter referred to as “the Bank”) processes data related to natural and legal persons (“personal data”). Such personal data includes information about clients (current and former), prospective clients, business partners and their employees, and any other individuals interacting with the Bank (hereafter “clients/counterparties” or “data subjects”).
For the use of cookies and other tracking technologies, please refer to the [Cookie Management Policy] available on our website.
The Bank complies with banking secrecy laws and data protection regulations to ensure the confidentiality and protection of personal data. This document provides an overview of how the Bank processes the personal data and rights of its clients/counterparties.
1. Types of Data Processed
Depending on the product or service provided, the Bank collects the following types of personal data:
• Personal Information: Name, surname, date and place of birth, nationality, domicile, gender, phone number, postal and email addresses, and information about family members or close associates such as the spouse/partner or children.
• Financial Information: Payment and transaction records, information about the client’s assets (movable and immovable), financial statements, liabilities, taxes, income, earnings, and investments.
• Tax-related Information: Tax domicile and other tax-related documents and data, such as tax identification numbers.
• Professional Information: Job position and work experience.
• Investment Knowledge and Experience: Details related to investment proficiency.
• Service and Product Details: Information about interactions with the Bank, requested services, and any mandates given.
• Communication Records: Records of phone conversations with the Bank.
• Client Identification Numbers: Such as relationship or account numbers.
• Special Categories of Personal Data (when legally permitted): Biometric data, political opinions, health-related information, racial or ethnic origin, religious or philosophical beliefs, or data concerning criminal convictions or offenses.
The Bank may also collect information from public registries, government agencies, or third-party sources, such as wealth screening services, credit reference agencies, or fraud prevention organizations. When relevant, the Bank collects information on co-account holders, credit cardholders, shareholders, dependents, family members, representatives, or agents.
1. Types of Data Processed (Continued)
When clients/counterparties access the Bank’s website (www.velaracapital.com), the browser-transmitted data is recorded, including the date and time of access, the name of the file accessed, data volume transmitted, access status, browser type, language, domain, and IP address. Additional data may be recorded if provided voluntarily during registration or requests.
The Bank may use cookies, tracking technologies, and other methods (e.g., web beacons, pixels, GIFs, tags, unique identifiers) to collect and process the aforementioned information through various channels, including emails and devices used by clients/counterparties to interact with the Bank, access its websites, platforms, products, services, and mobile applications. For more information on the use of cookies and other tracking technologies, please refer to the Cookie Management Policy available on the Bank’s website.
2. Purpose and Legal Basis for Data Processing
The Bank processes the personal data mentioned above in compliance with the Swiss Federal Data Protection Act (DPA) and, where applicable, the EU General Data Protection Regulation (GDPR).
Personal data is always processed for a specific purpose and only to the extent necessary to achieve that purpose. The main purposes of data processing are as follows:
2.1 Fulfillment of Contractual Obligations
The data is processed to provide banking and financial services as part of the execution of contracts entered into with clients/counterparties or to carry out pre-contractual activities. The purposes of data processing depend primarily on the specific product (e.g., bank account, credit, securities, or deposits) and may include needs analysis, advisory services, asset management, and support, as well as transaction execution.
2.2 Compliance with Legal Obligations
The Bank is subject to various legal obligations (e.g., Swiss laws such as the Banking Act, the Collective Investment Schemes Act, the Anti-Money Laundering Act, the Financial Services Act, the Mortgage Bond Act, FINMA ordinances and circulars, and tax regulations) and banking supervision requirements (e.g., Swiss National Bank and FINMA). These obligations may require the processing of personal data for purposes such as:
• Creditworthiness assessment;
• Verification of identity and age;
• Anti-fraud and anti-money laundering measures;
• Compliance with reporting obligations under tax laws;
• Risk assessment and management for the Bank.
2.3 Pursuit of Legitimate Interests
Where necessary, the Bank processes data beyond what is strictly required to fulfill contractual obligations in order to pursue its legitimate interests or those of third parties, provided these do not override the interests, rights, or freedoms of clients/counterparties. Examples include:
• Data exchange with information agencies (e.g., debtor registry) to assess creditworthiness and risks;
• Enforcement of legitimate claims and defense in legal disputes;
• Ensuring IT security and the functionality of the Bank’s systems;
• Prevention and investigation of criminal activities;
• Video surveillance to prevent unauthorized access or gather evidence in case of theft or fraud;
• Measures to secure buildings and premises (e.g., access control);
• Activities for business operations and service development.
2.4 Specific Purposes
Where the data subject has consented to the processing of personal data for specific purposes (e.g., marketing analysis of trading activity), such processing is lawful based on consent. Consent can be withdrawn at any time.
3. Access to and Protection of Personal Data
Within the Bank, access to data is granted only to operational units that require it to fulfill contractual, legal, and regulatory obligations. Service providers and representatives (e.g., banking, IT, logistics, printing, telecommunications, debt collection, consulting, sales, and marketing providers) may also receive data for these purposes, provided they adhere to banking secrecy laws and written instructions in accordance with applicable regulations.
Under certain conditions, the Bank is authorized to disclose information to third parties, such as:
• Public Authorities: Swiss National Bank, FINMA, tax authorities, law enforcement agencies;
• Affiliated Companies: For risk management as per legal obligations;
• Other Financial Institutions or Providers: For conducting business relationships (e.g., banking references, IT system maintenance, compliance services, payment operations).
Adequate technical and organizational measures are in place to prevent unauthorized or unlawful access to personal data.
4. Data Transfers to Third Countries
Data may be transferred to countries outside Switzerland only if necessary to fulfill client/counterparty orders (e.g., payment or securities transactions), required by law (e.g., tax reporting obligations), or authorized by client/counterparty consent. If the Bank uses service providers in a third country, they are required to comply with Swiss data protection standards.
5. Data Retention Period
The Bank retains personal data only as long as necessary to fulfill the purpose for which it was collected or to comply with legal, regulatory, or internal requirements. Criteria for determining appropriate retention periods include ensuring proper accounting, maintaining business relationships, defending against legal claims, or responding to regulatory inquiries.
In general, personal data is retained for the duration of the relationship or contract plus an additional ten years, reflecting the period allowed for legal actions following the end of the relationship or contract. Ongoing or potential legal or regulatory proceedings may require longer retention.
6. Data Protection Rights
6.1 General Rights
Data subjects have the right to:
• Access their data;
• Request correction or deletion of data;
• Restrict or object to data processing;
• Request data portability where applicable;
• Lodge a complaint with a data protection authority.
Withdrawal of consent is possible at any time and applies only to future processing. Processing conducted before withdrawal remains unaffected.
While data subjects’ rights are not absolute (e.g., certain legal obligations may override these rights), the Bank will comply with applicable regulations. Requests may require proof of identity and additional clarification.
6.2 Right to Object to Marketing
Data subjects may object at any time to the processing of personal data for direct marketing purposes, including profiling related to such marketing. Upon objection, personal data will no longer be processed for these purposes.
7. Obligation to Provide Data
In the context of business relationships, data subjects must provide the personal data necessary to initiate and maintain such relationships and fulfill associated obligations. Without this data, the Bank cannot enter or execute agreements with clients. For instance, anti-money laundering laws require the Bank to verify identity before establishing business relationships. Failure to provide necessary information may prevent the Bank from initiating or continuing such relationships.
8. Use of Automated Decision-Making Processes
As a rule, the Bank does not make decisions solely based on automated processes to establish or implement business relationships. Should the Bank use such processes in specific cases, it will provide separate information as required by law. In certain circumstances, the right to object will also be guaranteed.
9. Profiling by the Bank
In some cases, the Bank processes client/counterparty data automatically to assess certain personal aspects (profiling). Examples include:
• Anti-Money Laundering and Fraud Prevention: The law requires measures to combat money laundering, fraud, terrorism financing, and crimes that pose a threat to assets. In this context, the Bank evaluates data (e.g., transaction monitoring);
• Regulatory and Contractual Compliance: Profiling may be conducted to determine clients’ risk or investment profiles;
• Service Provision: The Bank may use profiling tools to provide tailored services to its clients.
10. Data Security
The Bank employs adequate technical measures (e.g., encryption, pseudonymization, logging, access control, data backups) and organizational measures (e.g., employee training, confidentiality agreements, audits) to ensure the security of information collected and processed. These measures protect data from unauthorized access, misuse, loss, alteration, or destruction.
While the Bank strives for high security standards, it acknowledges that no system can be entirely risk-free. Specific risks, especially related to email communications, instant messaging, or similar methods, cannot be completely eliminated. The Bank advises using particularly secure methods for transmitting confidential information.
11. Deposit Guarantee Scheme
The deposit guarantee scheme protects client deposits in the event of a bank or securities firm failure. The guarantee is limited to a maximum of CHF 100,000 per client and institution. If multiple accounts exist, they will be aggregated.
The esisuisse scheme ensures coverage of guaranteed deposits as part of the self-regulation of Swiss banks and securities firms. Deposits held with Velara Capital Bank SA are covered by the deposit guarantee scheme.
12. General Legal Information
12.1 Terms of Use
By using the website www.velaracapital.com or any of its pages (the “Website”), you confirm that you have read, understood, and accepted the following important legal information and terms of use (the “Terms of Use”). These Terms of Use are subject to change at any time without prior notice. Access to and use of the Website may also be restricted or discontinued at any time. The access and use of the Website, along with the Terms of Use, are governed by Swiss law. The exclusive place of jurisdiction is Lugano.
12.2 No Offer, No Recommendation
The information, products, data, services, tools, and documents contained or described on this Website (the “Content”) are for informational purposes only and do not constitute advertising, a recommendation, an offer, or a solicitation to buy or sell financial instruments, execute any transaction, or establish any legal relationship.
The financial products mentioned on this Website may not be suitable for all investors. The information contained herein does not constitute financial, legal, tax, or other advice. Investment or other decisions should not be made based solely on this document. Before making any investment decision, you are advised to conduct thorough due diligence and consult a qualified specialist.
12.3 No Guarantee
Velara Capital Bank SA provides no guarantee and makes no representation regarding:
1. The timeliness, accuracy, or completeness of the Website’s Content;
2. The results that may be obtained from using the Website;
3. Third-party content accessible on or through the Website.
All information is provided “as is” without express or implied warranties of any kind, including warranties of quality, originality, non-infringement, or suitability for a particular purpose.
12.4 Limitation of Liability
To the extent permitted by applicable law, Velara Capital Bank SA, including its directors, agents, employees, subcontractors, and business partners, disclaims all liability for any loss or damage arising directly or indirectly from:
1. The Content, accuracy, or completeness of the Website or any linked third-party content;
2. Errors or omissions in the Website;
3. Use of or access to the Website;
4. Inability to access or use the Website for any reason.
The Bank shall not be liable for indirect or consequential damages, including but not limited to lost profits, revenue, or savings, business interruption, or loss of data.
12.5 Proprietary Information
Unless explicitly stated otherwise, all content on this Website is protected by copyright or other intellectual property rights and is owned by Velara Capital Bank SA. Copying, reproduction, or redistribution of the Website’s content requires the express written consent of Velara Capital Bank SA.
12.6 Performance
Past performance is not indicative of future performance. The value of investments may fluctuate, and investors may not recover the full amount invested. Currency fluctuations can also affect the value of investments.
13. Structured Products
Access to the data in the “Our Products” section of the Website is intended exclusively for visitors domiciled in Switzerland or for those who access the Website on their own initiative. The data in the “Our Products” section is for informational purposes only and does not constitute an offer or invitation to make an offer.
Any offer to purchase or sell is provided solely with the full legal documentation, which highlights the risks associated with these financial products. This documentation can be requested from Velara Capital Bank SA (Institutional Clients Team, institutional@velaracapital.com). Investors are strongly advised to read this documentation carefully, as it provides the terms and conditions for investing in these products. Please note that telephone conversations may be recorded.
Structured products are not considered a participation in a collective investment scheme and, therefore, are not subject to authorization or supervision by the Swiss Financial Market Supervisory Authority (FINMA). Consequently, investors are exposed to the issuer’s risk.
Velara Capital Bank SA is a Swiss-regulated bank authorized to actively offer its products only in Switzerland. By accessing the Website from outside Switzerland, you confirm:
1. That you have reached the Website on your own initiative.
2. That Velara Capital Bank SA has not actively approached, invited, or solicited you in relation to its services and/or products.
Velara Capital Bank SA assumes no liability in the event users provide incorrect information about their place of residence or legal domicile.
14. Introduction to Sustainability Initiatives
In line with global sustainability trends and the initiatives of the Swiss Federal Council, Swiss Financial Market Supervisory Authority (FINMA), Swiss Bankers Association, and Asset Management Association Switzerland (AMAS), Velara Capital has committed to integrating sustainability aspects into its operations.
Sustainable practices are foundational to maintaining the trust and confidence of clients and stakeholders. This Circular outlines the principles of sustainability in the Bank’s operations, aiming to establish long-term relationships with clients.
The principles also guide employees in their daily decision-making processes by providing general frameworks rather than detailed rules. Specific measures are included in relevant policies and operational guidelines.
15. Legal Basis for Sustainability Policies
The Bank’s sustainability policies are informed by the following:
• Swiss Bankers Association’s Guidelines for integrating ESG considerations into private client advisory processes.
• Sustainable Asset Management guidelines by AMAS and Swiss Sustainable Finance.
• FINMA’s Strategic Goals for 2021 to 2024.
• FINMA Annual Reports.
16. Definitions
• Sustainability: Balancing economic, ecological, and social goals to meet current needs without compromising future generations.
• Environmental, Social, and Governance (ESG) Factors:
• Environmental: Energy consumption, water usage, renewable energy, recycling.
• Social: Worker rights, community relations, human rights.
• Governance: Board policies, corporate governance practices.
• Sustainable Investment: Investments incorporating ESG factors, contributing to environmental or social objectives.
• Green Investing: Investments focused on renewable energy, clean technology, and resource efficiency.
• Impact Investing: Investments aiming to generate measurable, beneficial social and environmental impacts alongside financial returns.
17. Sustainability Principles
The Bank is committed to:
1. Promoting a strong corporate culture.
2. Respecting human and labor rights.
3. Fostering equal opportunities and diversity.
4. Ensuring employee well-being.
5. Maintaining ethics, honesty, and transparency.
6. Protecting the environment.
7. Rejecting bribery and corruption.
8. Complying with relevant laws and regulations.
These principles are considered in all business activities, including risk evaluation, client advising, and investment decisions.
18. Sustainability Initiatives
• Corporate Governance: Enhancing transparency and integrating sustainability into strategy and risk assessment.
• Social Responsibility: Encouraging dialogue, training, and equal opportunities while ensuring a positive work environment.
• Environmental Responsibility: Promoting the use of public transport, recycling, reduced paper consumption, and avoiding investments in non-sustainable projects.
19. Sustainability in Products and Services
Velara Capital supports clients seeking sustainable investment products or advice. The Bank manages an equity fund (“TL Nachhaltigkeitsfonds”) with audited sustainability. A portion of management fees is donated to social projects supporting disadvantaged children and educational initiatives.
20. Roles and Responsibilities
• General Management:
• Defines and supervises the implementation of ESG policies.
• Promotes ESG risk management and employee training.
• Ensures transparent communication with clients and staff.
• Employees:
• Advocate and adhere to sustainability principles at all levels of operation.
21. Data Protection and Privacy under Swiss Law (LPD) and EU General Data Protection Regulation (GDPR)
In the context of its operations, Velara Capital Bank SA (hereinafter the “Bank”) processes data related to individuals and entities (“personal data”). These include current and former clients, prospective clients, business partners, their employees, and any other persons interacting with the Bank (collectively referred to as “clients/counterparties” or “data subjects”).
Types of Data Processed
The Bank may process the following categories of personal data, depending on the service or product provided:
1. Personal Information: Name, date and place of birth, nationality, domicile, gender, phone number, email, address, and information about family members.
2. Financial Information: Payments, transactions, assets (movable and immovable), tax details, income, and investments.
3. Tax Information: Tax domicile and tax identification codes.
4. Professional Information: Employment details, roles, and expertise.
5. Investment Knowledge: Understanding and experience in financial investments.
6. Interaction Records: Communication with the Bank, including requests for services and mandates.
7. Special Categories (where legally permissible): Biometric data, opinions, political affiliations, health-related information, or criminal records.
8. Technical Data: Data collected through the Bank’s website, including IP address, browser type, and other technical identifiers.
Purpose and Legal Basis for Data Processing
1. Contractual Obligations: Processing is necessary for the execution of banking services and pre-contractual activities.
2. Legal Obligations: Compliance with Swiss and international laws on anti-money laundering, tax regulations, and financial supervision.
3. Legitimate Interests: Activities such as risk assessments, fraud prevention, and IT security, provided they do not override the fundamental rights of data subjects.
4. Consent-Based Processing: For specific purposes, such as marketing analytics, data is processed based on explicit consent, which can be withdrawn at any time.
22. Data Security and Retention
Data Protection Measures
The Bank implements appropriate technical and organizational measures to safeguard personal data from unauthorized access, misuse, or loss. These include:
• Technical Measures: Encryption, pseudonymization, access controls, and data backups.
• Organizational Measures: Staff training, confidentiality agreements, and regular audits.
Data Retention Period
The Bank retains personal data only as long as necessary to fulfill the purpose of its collection or comply with legal, regulatory, or contractual obligations. In general:
• Data is stored for the duration of the business relationship plus an additional ten years, reflecting the period during which legal claims may arise.
• Certain legal or regulatory conditions may require data retention beyond this period.
23. Rights of Data Subjects
Data subjects have the following rights concerning their personal data:
1. Access: Right to request information about the data the Bank holds.
2. Correction or Deletion: Right to rectify inaccuracies or request the deletion of personal data, subject to legal limitations.
3. Restriction and Objection: Right to restrict or object to data processing in specific situations.
4. Portability: Right to receive a copy of personal data in a structured, machine-readable format.
5. Complaint: Right to file a complaint with the relevant data protection authority.
Marketing Opt-Out
Data subjects can opt-out of the use of their personal data for direct marketing purposes at any time.
24. Automated Decision-Making and Profiling
The Bank generally does not make decisions solely based on automated processes. If such processes are used (e.g., for regulatory compliance), the Bank will provide information to affected individuals.
Profiling
In some cases, the Bank uses profiling to evaluate specific personal aspects, such as:
• Anti-Fraud Measures: Assessing payment transactions for unusual patterns.
• Regulatory Compliance: Determining a client’s risk or investment profile.
• Enhanced Service Delivery: Offering tailored recommendations based on client preferences.
25. Deposit Guarantee Protection
The Bank safeguards deposits for private and corporate clients in case of financial insolvency. The following terms apply:
• Deposit guarantees are limited to a maximum of CHF 100,000 per client and institution.
• If multiple accounts exist, the balances will be aggregated.
• Guarantees are provided under Swiss banking self-regulation and are supervised by esisuisse.
26. Disclaimer
1. Accuracy of Content: While the Bank endeavors to provide accurate and up-to-date information, no guarantees are made regarding the completeness or accuracy of the content on its website or other materials.
2. Limitation of Liability: The Bank shall not be liable for any indirect or consequential losses arising from the use of its services or website.
3. Intellectual Property Rights: All content, trademarks, and materials are the property of the Bank. Unauthorized use or reproduction is strictly prohibited.
27. Governing Law and Jurisdiction
These Terms of Service and the Bank’s operations are governed by Swiss law. Any disputes shall be exclusively resolved in the courts of Lugano, Switzerland.
28. Structured Products
Access and Use
Access to information regarding structured products on the Bank’s website is restricted to visitors domiciled in Switzerland or those accessing the site of their own accord.
Important Notes:
1. Information Purpose Only: Data on structured products is provided solely for informational purposes. It does not constitute an invitation or solicitation to purchase or sell any financial instruments.
2. No Regulatory Oversight: Structured products are not considered collective investment schemes and are therefore not subject to the authorization and supervision of the Swiss Financial Market Supervisory Authority (FINMA). Consequently, investors are exposed to issuer risk.
Documentation and Risks
• Any purchase or investment in these products requires full documentation review, which provides comprehensive details on associated risks.
• Documentation can be requested from Velara Capital’s Institutional Clients Team via institutional@velaracapital.com.
• Telephone conversations may be recorded for quality and compliance purposes.
Limitation of Distribution
Velara Capital Bank SA actively markets its structured products only within Switzerland. Access from outside Switzerland implies acknowledgment of the following:
• The user has voluntarily reached the site.
• Velara Capital Bank SA has not actively solicited or invited the user to access its services or products.
29. Sustainability and ESG (Environmental, Social, and Governance) Principles
In line with global trends toward sustainable financial services, Velara Capital Bank SA integrates ESG considerations into its business operations and decision-making processes.
Key Sustainability Principles:
1. Corporate Culture: Building a strong and ethical corporate culture.
2. Human Rights: Promoting respect for human rights, equal opportunities, and labor rights.
3. Environment: Encouraging eco-friendly initiatives and avoiding investments in environmentally harmful projects.
4. Transparency: Ensuring clear communication and accountability toward stakeholders.
5. Anti-Corruption: Adhering to strict ethical standards to prevent corruption.
30. Sustainability Initiatives
Governance
• Integrating sustainability into strategic decisions and risk evaluations.
• Increasing transparency and accountability in client relations.
Social Responsibility
• Promoting equal opportunities and diversity within the workforce.
• Enhancing employee well-being through open communication and safe work environments.
Environmental Responsibility
• Encouraging sustainable commuting options, such as public transport and bicycles.
• Reducing paper consumption and promoting recycling (e.g., coffee capsules, water bottles).
• Avoiding financing or investments in projects that contradict sustainability objectives (e.g., deforestation, child exploitation).
Financial Products
The Bank supports investments in sustainable and ESG-compliant products, including:
• Impact Investing: Investments generating measurable social and environmental impact alongside financial returns.
• Green Investing: Supporting renewable energy, energy efficiency, and low-carbon infrastructure projects.
31. Roles and Responsibilities
General Management
• Defining and implementing the Bank’s ESG policies.
• Supervising ESG compliance and risk management processes.
• Promoting employee training and awareness on sustainability.
Employees
• Upholding sustainability principles in daily operations and decisions.
• Actively supporting the Bank’s initiatives to promote sustainable practices.
Disclaimer for Actively Managed Certificates (AMCs)
Actively Managed Certificates (AMCs) are innovative financial instruments that provide access to actively managed investment strategies, allowing professional asset managers to dynamically adjust the portfolio composition in response to changing market conditions. While they offer flexibility and the potential for enhanced returns, AMCs are subject to various risks and conditions that investors must carefully consider.
32. Understanding Actively Managed Certificates
AMCs are structured products issued by financial institutions and designed to replicate the performance of an actively managed portfolio. Unlike passive investment products, AMCs allow for adjustments in the portfolio’s asset allocation based on the manager’s discretion, within predefined guidelines. They typically aim to achieve specific investment objectives, such as capital appreciation, income generation, or risk mitigation.
Key Characteristics of AMCs:
• Dynamic Management: AMCs allow for real-time adjustments in portfolio holdings by the asset manager.
• Underlying Assets: The portfolio may include equities, fixed income, derivatives, commodities, or alternative investments.
• Transparency: Investors receive periodic reports detailing portfolio performance and adjustments.
• Customization: AMCs can be tailored to meet the specific investment needs of high-net-worth individuals or institutional investors.
2. Key Risks and Considerations
Issuer Credit Risk
• The value of an AMC is directly tied to the creditworthiness of the issuer. If the issuer becomes insolvent, investors may lose part or all of their investment, regardless of the performance of the underlying assets.
Market Risk
• The performance of an AMC depends on the underlying assets, which are subject to market volatility. Economic downturns, geopolitical events, interest rate changes, or sector-specific risks can adversely affect performance.
Liquidity Risk
• Liquidity varies significantly between AMCs. Some are listed on exchanges, offering higher liquidity, while others are traded over-the-counter (OTC), which may limit the ability to buy or sell promptly.
Strategy Risk
• AMCs rely on the expertise and judgment of the asset manager. Poor investment decisions, market misjudgments, or strategy execution errors can negatively impact returns.
Fees and Expenses
• AMCs often involve multiple layers of fees, including management fees, performance fees, structuring costs, and transaction fees. These costs can reduce net returns and should be evaluated carefully.
Regulatory and Legal Risks
• AMCs are not classified as collective investment schemes and may not provide the same level of regulatory oversight or investor protection. Regulatory requirements vary by jurisdiction and may impact the investment structure and reporting obligations.
3. Subscription Process
Eligibility Requirements
• Investor Qualification: AMCs may be restricted to professional or accredited investors, depending on regulatory requirements and the complexity of the product.
• Minimum Investment: Typically, AMCs have a minimum subscription amount, which can vary widely based on the issuer and strategy.
Documentation and Due Diligence
• Offering Documents: Investors must carefully review the prospectus, term sheet, and other related documentation. These documents provide critical details about the investment strategy, risks, fees, and redemption terms.
• Manager Background: Evaluate the track record, expertise, and credibility of the asset manager responsible for the AMC.
• Issuer’s Reputation: Investigate the financial health and reliability of the issuing institution.
Subscription Process Steps
1. Submission of Interest: Express interest through the issuer or distributor.
2. Completion of Subscription Agreement: Investors must sign a legally binding subscription agreement, which includes detailed disclosures of risks, investor acknowledgments, and terms of investment.
3. KYC/AML Compliance: Provide documentation to satisfy Know Your Customer (KYC) and Anti-Money Laundering (AML) requirements.
4. Funding the Investment: Transfer the subscription amount to the designated account within the specified timeframe and currency.
Post-Subscription
• Upon acceptance of the subscription, investors will receive confirmation of their investment and periodic statements detailing the AMC’s performance and portfolio composition.
4. Fees and Costs
Fees associated with AMCs vary based on the structure and complexity of the product. Investors should carefully analyze the following:
• Management Fee: A percentage of the AMC’s net asset value (NAV) charged for portfolio management.
• Performance Fee: A fee based on the portfolio’s performance, typically linked to a benchmark or hurdle rate.
• Structuring Costs: Fees for creating and maintaining the AMC’s structure.
• Transaction Fees: Costs incurred during the purchase or sale of underlying assets.
• Custody Fees: Costs associated with holding assets in a custodial account.
5. Taxation
Tax treatment of AMCs varies by jurisdiction and the investor’s tax residency. Investors should consult with a tax advisor to understand:
• Capital Gains Tax: Taxes on profits realized from selling an AMC at a higher value than its purchase price.
• Income Tax: Taxes on distributions or interest earned from the underlying assets.
• Withholding Tax: Taxes that may be deducted at the source, depending on the issuer’s jurisdiction.
6. Risks Related to Redemption
Early Redemption
• Some AMCs allow early redemption, subject to specific conditions and fees. Early redemption may result in reduced returns due to market conditions or transaction costs.
Maturity Redemption
• At maturity, the AMC’s payout is determined by the final value of the underlying portfolio. Unexpected market movements near maturity can significantly impact the final payout.
7. Regulatory and Compliance Considerations
Investors must recognize that AMCs are not regulated as mutual funds or ETFs in most jurisdictions. Key differences include:
• Disclosure Standards: AMCs may have less stringent reporting requirements compared to traditional funds.
• Investor Protection: AMCs typically lack investor protection schemes found in collective investment vehicles.
8. Important Notices
1. Not an Offer or Recommendation: This disclaimer does not constitute an offer to invest, solicitation, or financial advice. AMCs may not be suitable for all investors.
2. Professional Guidance: Investors are strongly advised to consult with financial, legal, and tax advisors to evaluate the suitability of AMCs for their specific circumstances.
3. Past Performance: Historical performance of an AMC or its underlying assets does not guarantee future results. Investments are subject to risk of loss.
4. Documentation Review: Prospective investors should thoroughly review all offering materials and disclosures to fully understand the product’s features and associated risks.
9. Conclusion
Actively Managed Certificates (AMCs) provide a dynamic investment option for qualified investors seeking tailored exposure to actively managed strategies. However, they carry inherent risks that must be carefully evaluated. By conducting due diligence, understanding the fee structure, and consulting with professional advisors, investors can make informed decisions aligned with their financial goals and risk tolerance.
33. Contact Information
For any questions, inquiries, or clarifications regarding these Terms or other matters, please contact:
Velara Capital Bank SA
Email: support@velaracapital.com
Phone: +1 209 848 1183
Address: 33-15 Irvin PI, New York, NY 10003