General Risk Disclosure
This notice include you with information about the risks associated with investment products, in which you may invest, through services provided to you by Shares App Ltd (“Shares App” or “we”).
Shares App Ltd is a company registered in England and Wales with company number 13374448. Registered office 1 Waterhouse Square, Holborn, London, England, EC1N 2ST, United Kingdom.
Investment products offered by Shares App are currently limited to a selection of US stocks, which shall be updated from time to time. You shall gain beneficial ownership of the respective securities when you purchase an equity using our services.
Shares App customers using the Trading Service will benefit from access to the Financial Ombudsman Service for dispute resolution. We ensure that your funds are safeguarded on receipt, this service is provided by our payment service provider in accordance with safeguarding guidelines for Electronic Money Institutions as mandated by the Financial Conduct Authority and the Electronic Money Regulations 2011.
Shares App will not hold client money or client assets, this will be undertaken by a third party suitably authorised (the “Custodian”). The Custodian conducts its duties in the USA where it is regulated by the SEC and FINRA. You should note that this means the Custodian is not bound by the same regulatory obligations in relation to the safekeeping and administration of assets as a custodian which is authorised in the UK would be.
All of the products offered by Shares App carry a high degree of risk and may not be suitable for all investors. This notice provides you with information about the risks associated with these investments, but it cannot explain all of the risks nor how such risks relate to your personal circumstances. If you are in doubt, you should seek professional advice from a qualified financial adviser. It is important that you fully understand the risks involved before deciding to trade with Shares App, that you have adequate financial resources to bear such risks and that you monitor your positions carefully. Trading involves risk to your capital. You should not invest money that you cannot afford to lose, however, you cannot lose more than the equity in your account.
Appropriateness
The products offered on Shares App are liquid securities listed on markets which are equivalent to the regulated markets in the UK. As such, Shares App are not obliged to determine that the investments are appropriate for you. No determination of the appropriateness of the investments for you will be made. If you are in doubt, you should seek professional advice from a qualified financial adviser.
Risk of Loss
The value of any investments made through Shares App may increase or decrease and you may get back less than you put in. Your capital is at risk.
Position Monitoring
You should further ensure that you are able to monitor positions on your account at all times, as you are solely responsible for this. We are not responsible for monitoring positions on your account.
Execution
Although the Shares App platform is automated, and our brokers strive to give the best execution available, it is possible that the market price could have changed between order placement and execution time, and, therefore, we cannot guarantee that the price requested will be the same as the price at which the order is executed, therefore, the price you receive can be in your favour or against you.
In addition, there are risks associated with the use of online deal execution and trading systems including, but not limited to, software and hardware failure and Internet disconnection.
Fractional Shares
With Shares App you are able to invest in fractions of a share (Fractional Shares). This allows you to invest in smaller amounts than you otherwise would, as the price of a share in some of the investments available on our Platform would otherwise far exceed the minimum investment size.
Fractional investments do however carry some additional risks to whole-share investments. Due to the nature of a fractional, you will be allotted the proportionate value of a share you have invested in, rather than the whole of the share itself. Depending on market factors and liquidity, the purchase or sale of a fraction may take longer than a full share, and prices may have moved more than anticipated when creating an order.
The fractional shares that you purchase may not be transferred out of your account with the Shares App and will not be recognised outside of the systems maintained by Alpaca. You may be exposed to risk of loss in the event that Alpaca is unable to meet its obligations in relation to the fractional portion of any shareholding.
Social Media Features
Shares App offers Social Media Features. In making a decision to enter into an investment position based on a position disclosed by another customer and/or follow a particular strategy, you must consider your entire financial situation, including financial commitments. You must understand that using Social Media Features is highly speculative and that you could sustain significant losses. You are responsible for any position to decide to enter into using Shares App services.
No customer who utilises the services of Shares App is in possession of any particular knowledge or expertise. No one using the services is able to give financial advice or provide you with a personal recommendation. The decision to follow the trades of any other customer lies with you alone and we are not liable for any loss you incur due to such a decision.
System Risks
While trading on our website and/or applications, system errors may occur. You should be aware of the risks that may result from any system failure which could mean that your order may be delayed or fail.
You acknowledge that there are risks associated with utilising an Internet-based trading system including, but not limited to, the failure of hardware, software, and Internet connections, the risk of malicious software introduction, the risk that third parties may obtain unauthorized access to information and/or assets stored on your behalf, cyber attack, network failure , computer viruses, communication failures, disruptions, errors, distortions or delays you may experience when trading via the Services, howsoever caused, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack. You should also be aware that SMS and email services are vulnerable to spoofing and phishing attacks and should use care in reviewing messages purporting to originate from Shares App.
Fees and Costs
The FX rate you will receive is the interbank rate plus we charge a trading fee which includes any charges payable to us for the conversion of your local currency (GBP) order amount to USD, and vice versa, for execution of your shares order. Please be aware of all costs and charges that apply to you, because such costs and charges will affect your profitability. Please see [Costs and Charges] for further information on costs applicable.
No Advice
Any news, research, analyses, prices, or other information contained on our app and website are provided for information purposes , and do not constitute investment advice or the offer to engage in investment advice services.
The views and opinions expressed on Shares App are those of the authors and do not necessarily reflect the official policy or position of Shares App. They also do not constitute investment advice or the offer to engage in investment advice services.
Shares App shall not be responsible for any loss arising from any investment based on any recommendation, forecast or other information provided.
Past Performance
Past performance is not an indication of future performance. The value of investments can go down as well as up.
Currency Risk
Your account with Shares App will be held in GBP while the investments will be denominated in USD. This exposes you to FX risk should GBP increase in value against USD. Accordingly, you should be aware of currency fluctuations.
Stock Investment Risk
When you invest in stocks on Shares App, you gain beneficial ownership of the underlying asset. This also entails exposure to the risks involved in stock investment. You should consider carefully what these risks are and your ability to accept them before engaging in any investment activity.
Order handling
Shares App does not execute any orders itself; rather, Shares App will transmit customer orders to Alpaca Securities LLC (“Alpaca”), a US-based third-party executing broker and custodian, for execution. Under no circumstances will we act in any other capacity. A transaction will arise between the customer and Alpaca in all instances for the purposes of the execution of your Order.
Shares App does not receive any benefit (monetary or otherwise) from any trade execution venues (such as Alpaca) in return for sending Shares App’s customers’ orders to them.
Our primary obligation is to ensure that your Orders are transmitted to our Third Party Broker, Alpaca, promptly and fairly. Unless instructed otherwise by you or where prevailing market conditions prevent us from doing so, Orders will be transmitted to the Third Party Broker sequentially and promptly.
If you place an Order with us after Market Hours, we will place your order for execution on the next day and will seek to execute it once that market opens again, at which point the price of the relevant Instrument may have moved (but we will continue to execute your Order despite those movements).
You will be able to request to cancel your Order instructed outside of Market Hours at any time before the opening of the relevant exchange. However, we cannot guarantee that we will be able to action your request for cancellation once submitted. Please cancel your Order with plenty of time before the relevant market opens in order to avoid any risks associated with canceling your Order or price volatility once the market opens.
We will not be liable for any losses you suffer as a result of fluctuations in price whilst submitting an Order outside of Market Hours.
Execution services
We receive and transmit Orders via our app. These Orders are transmitted onwards and then executed as follows:
Execution via Third Party Broker (Alpaca Securities LLC) – We will primarily transmit an Order to be executed by the Third Party Broker unless instructed otherwise or where prevailing market conditions prevent us from doing so.
We are required to get your express consent to send orders for execution to a trading venue outside of the UK. By agreeing to this Order Handling Policy you are acknowledging that you have provided such consent to send your orders to the Third Party Broker.
We shall not act in any other capacity and the transaction which arises shall be between you and the relevant third party broker to execute your Order.
Specific instructions
In extreme circumstances where a Customer provides specific instructions to us, we will transmit an Order in accordance with those instructions. These specific instructions may prevent us from acting in accordance with our best execution Policy, which is designed to ensure Orders are handled and executed in a Customer’s best interests.
Where we received specific instructions, those instructions shall be deemed to constitute best execution (to the extent best execution is applicable). Where those instructions only relate to some aspects of an Order, we will comply with this Policy in relation to the other aspects.
Best execution
We have a regulatory obligation to provide best execution when transmitting Orders for execution. This means that we will aim to ensure best execution, taking into account the nature of a particular order, the prices available and a reasonable assessment of the relevant execution factors (see below).
Transmitting Orders to the Third Party Broker
We have chosen to primarily transmit Orders to the Third Party Broker as it has been able to demonstrate that it can consistently achieve the best execution results for Customers. In particular, we have confirmed the Third Party Broker has the necessary expertise in relation to the Instruments to deliver outcomes at least as good as can be obtained by transmitting Orders to other third party brokers. As part of our terms and conditions, you will have accepted the terms of the Third Party Broker.
Securities brokerage services are provided by Alpaca Securities LLC , member FINRA/SIPC, a wholly-owned subsidiary of AlpacaDB, Inc. The Third Party Broker is therefore also under an obligation of best execution and is required to publish information on its execution practices and venues which it selects for executing transactions.
The Third Party Broker maintains a system in order to provide fractional share trading and listed securities arrangements that ensures that it shall provide best execution for Customers and / or provide benefits with respect to price in circumstances where the Third Party Broker acts both as agent and principal to fill an Order.
Further details of the best execution policy for the Third Party Broker may be obtained directly from the Third Party Broker or supplied by us upon request.
For the avoidance of doubt, we are deemed to have provided best execution where it is receiving and transmitting an Order for execution pursuant to a specific instruction provided by a Customer (see Section 4 above for details).
Reporting
We will publish annually data relating to the Third Party Broker, the quality of execution and any other relevant FCA Rules.
The report on the quality of execution shall be available on our website.
Inducements
We shall not structure or charge our commissions in such a way as to discriminate unfairly between third party broker(s). We shall not receive any third-party payments that do not comply with MiFID II and shall inform Customers about the inducements that the firm may receive from execution venues in accordance with applicable law.
For further details, please see our Conflict of Interests Policy.
Consent
Customers are deemed to consent to this Policy when they agree to the Terms of Business of the Firm.
Responsibilities
Where applicable, our duty to provide the Customer with best execution does not imply that we owe the Customer any fiduciary responsibilities over and above the specific regulatory obligations placed upon it or as may be otherwise contracted between the Firm and the Customer. The Customer remains responsible for its investment decisions and we will not be responsible for any market trading loss the Customer may suffer as a result of those decisions.
Further questions
Should you have any further questions about our order handling or best execution, you can contact us via in app chat.
Costs and charges types
During the normal course of business, Shares App will ensure that the costs and charges in relation to the provision of trading services are outlined to you prior to any execution. This disclosure will consist of a single charge that incorporates all the associated costs and charges that will be included. This is the £1 trading fee incurred for each transaction executed on the Shares App for the facilitating of buying and selling of securities and fractional shares.
The services offered by Shares do not currently include the ability to hold USD in a wallet on the app. Consequently, the fee incurred includes any charges payable to us for the conversion of your local currency (GBP) order amount to USD, and vice versa, for execution of your shares order. The FX rate you'll receive is the interbank rate and our £1 trading fee includes the costs related to the conversion.
Outlined below are the type of costs and charges that will be incorporated into the £1 fee charged.
• Transaction related: such as charges and costs we bear in arranging the execution of your orders;
• Ancillary services: such as custody costs; and
• Third party payments: such as the third-party payment firm instructed by Shares App.
We will endeavour to keep our fees fixed to £1 in line with the values we share as a firm. In the event that circumstances change and that it is necessary to revisit this cost, any changes will be disclosed to you in good time.
Key Costs and Charges factors
All costs and charges applicable to the provision of trading services within Shares App may vary depending on a variety of factors. The key factors that could influence the charges for the provision of trading services are as set out below:
(i) Trade specific factors: such as trade size and liquidity
(ii) Execution services charges: such as settlement and custodian costs
(iii) Third Party fees: such as trading venue membership, market data costs and financial transaction taxes
These factors could be subject to change and may be amended at any time. You will be notified in advance of any such change and Shares App will provide you with a revised copy of the Cost and Charges Policy prior to such changes taking effect.
Policy review
These policies and statements will be reviewed annually to ensure it is fit for purpose.
