The Collective Innovative Finance ISA Terms and Conditions
These Terms and Conditions apply to the holding in an Innovative Finance ISA of bonds available through the Octopus Energy Collective Limited ("OECL" or "the Collective") website. The provisions of OECL's Investor Terms and Conditions apply to the services provided by OECL in respect of bonds held within Innovative Finance ISA in addition to these Terms and Conditions. In the event of conflict between these Terms and Conditions and OECL's Investor Terms and Conditions, the provisions of these Innovative Finance ISA Terms and Conditions will prevail.
In these Terms and Conditions, references to the ISA Regulations means the Individual Savings Account Regulations 1998 (as amended or replaced from time to time) and other capitalised terms that are not defined herein shall bear the meaning given to them in the ISA Regulations, where applicable.
1. Your Innovative Finance ISA account
1.1 ShareIn Limited ("ShareIn") will be the ISA manager of your OECL Innovative Finance ISA. ShareIn will not facilitate the holding of investments within your OECL Innovative Finance ISA pursuant to these Terms and Conditions other than bonds acquired through OECL's website.
1.2 ShareIn may delegate functions under this agreement to another person, including OECL, where this is permitted by law. References to "we", "us" and "our" in these Terms and Conditions are to ShareIn or its delegates.
1.3 To open a OECL Innovative Finance ISA account, we require a completed ISA application and your payment. Payments (which may include a transfer of cash from an existing ISA) must be in whole pound (£) amounts, must meet the minimum stated in the Offer Document, and, (except for transfers from existing ISAs) must not exceed the maximum annual IFISA subscription allowance.
1.4 You may subscribe to an ISA in any tax year (i.e. period starting on 6 April of one year and ending 5 April of the following year), if, at the time of subscription, you meet one of the following criteria:
- You are ordinarily resident in the United Kingdom; or
- You are not a resident in the United Kingdom, but perform duties as a Crown employee which are treated as being performed in the United Kingdom; or
- The spouse or civil partner of a non-resident Crown employee as described above.
1.5 When you open an Innovative Finance ISA account, we will ask you to make a declaration to allow you to subscribe for an Innovative Finance ISA for each subsequent tax year.
1.6 In accordance with the Individual Savings Account Regulations 1998 (ISA Regulations), you are not eligible to apply if you have already subscribed the maximum available allowance to a Cash and/or Stocks and Shares ISA and/or Innovative Finance ISA in the same tax year as you are applying for this ISA. These restrictions do not apply where you have already subscribed the maximum allowance to a cash and/or stocks and shares ISA and/or Innovative Finance ISA and this is transferred to OECL's Innovative Finance ISA.
1.7 ISA investments will be, and must remain in, your beneficial ownership and must not be used as security for a loan.
1.8 Any documents evidencing your title to the Innovative Finance ISA investments will be held by us or as we may direct.
1.9 We will satisfy ourselves that any person to whom we delegate any of our functions or responsibilities under the terms agreed with the investor is competent to carry out those functions and responsibilities.
1.10 We will notify you if, by reason of any failure to satisfy the provisions of the ISA Regulations, an ISA has, or will, become void. If the failure cannot be corrected or if you fail to take any action requested by us in writing within a reasonable period of time, we may close your account by written notice.
1.11 We are obliged to confirm the true identity of all applicants and reserve the right to decline an application to open an account from you or any deposit.
2. Payments and withdrawals
2.1 Subscriptions can be made into your Innovative Finance ISA account via bank transfer or, where we offer this service, a transfer made in accordance with condition 7.
2.2 If cash subscribed into your Innovative Finance ISA account exceeds the amount prescribed in the ISA Regulations, then the excess subscription will be transferred to an OECL general investment account.
2.3 You may make withdrawals from your Innovative Finance ISA account; however, you cannot withdraw cash which is invested in a bond (although you may seek to sell the bond in accordance with OECL's Investor Terms and Conditions).
2.4 We will pay any cash sums out of your Innovative Finance ISA account within such a reasonable period as you may stipulate. This period will not exceed 30 days of the date on which you notify us of the withdrawal request.
2.5 Your Innovative Finance ISA will be flexible. This flexibility means cash which is withdrawn can be replaced (in whole or in part) within the same tax year and this will not affect your ISA subscription limit for that year. You will not be able to replace bonds if you cease to hold them in the Innovative Finance ISA account.
3. Uninvested cash
3.1 Your OECL Innovative Finance ISA must be fully invested into qualifying bonds at all times. Cash may only be held temporarily for the purpose of purchasing those qualifying bonds.
3.2 All uninvested cash shall be held in an account that is segregated from our cash in an account with a bank that is designated solely for holding the cash of ShareIn's ISA clients.
4. Fees
4.1 No fees are currently payable by you in respect to a OECL Innovative Finance ISA.
4.2 OECL reserves the right to introduce fees in the future where they believe it is reasonable to do so.
4.3 OECL will give you at least one (1) month's written notice of the introduction of any fees affecting your IF ISA.
5. Cancellation and account closure
5.1 If you decide you no longer want an Innovative Finance ISA, you will have the right to cancel your account within 14 calendar days of the date your account is opened. You can contact us by email at contact@octopusenergycollective.com.Please note that this will cancel your Innovative Finance ISA account, but your right to cancel any bonds held within it will be governed by OECL's Investor Terms and Conditions.
5.2 When your account is cancelled pursuant to condition 5.1, any cash or bonds credited to your account will be transferred to a OECL general investment account. You can then proceed to use your non-ISA account in accordance with OECL's Investor Terms and Conditions.
5.3 If you close your Innovative Finance ISA (other than during the 14-day cancellation period described in condition 5.1) after subscribing in the current tax year, and you do not arrange with another ISA provider to transfer the cash in your account to them, the full amount you subscribed to a OECL Innovative Finance ISA in the current tax year will continue to count against your annual subscription allowance. Consequently, you will not be able to re-subscribe that amount to any other Innovative Finance ISA, Cash ISA or Stocks and Shares ISA in the same tax year.
5.4 If you have subscribed to your Innovative Finance ISA during a tax year and then close the account, you will be able to re-open the account with us during the same tax year.
5.5 We may close your account with immediate written notice to you if we are directed to close it by HM Revenue & Customs or if your membership is terminated pursuant to OECL's Investor Terms and Conditions.
5.6 If you or we close your Innovative Finance ISA account, any cash credited to your account will be transferred to a OECL general investment account. You can then proceed to use your general investment account in accordance with OECL's Investor Terms and Conditions.
5.7 The interest rate on bonds subscribed for within OECL Innovative Finance ISA will not change by virtue of transferring them into a non-Innovative Finance ISA account.
6. Death or bankruptcy
6.1 In the event of your death, your Innovative Finance ISA will be treated as a continuing account of a deceased investor. During this period, no new subscriptions can be accepted but ISA tax exemptions will continue until the earlier of: (i) the completion of the administration of your estate, (ii) the closure of the account, or (iii) the third anniversary of your death, after which ISA tax exemptions cease in accordance with the ISA Regulations.
6.2 If your Innovative Finance ISA has not been closed by the earlier of your estate's administration or the third anniversary of your death, we will close your Innovative Finance ISA account and it will be transferred to an OECL general investment account.
6.3 We may require a grant of probate or letters of administration before releasing any monies in your account to your executors.
6.4 Your Innovative Finance ISA account will be valued for probate as at the date of death and dealt with as instructed by your executors.
6.5 We may support the setting up of an Innovative Finance ISA based on additional permitted subscriptions (within the meaning of the ISA Regulations) for your spouse.
6.6 In the event of your bankruptcy, ISA tax exemptions will no longer apply from the date on which a trustee is appointed to manage your estate.
6.7 When we receive notification of your bankruptcy we will close your Innovative Finance ISA account and any cash and bonds will be transferred to a OECL general investment account in the name of the trustee.
6.8 Whilst you are bankrupt, your trustee will have the authority to request that we sell your bonds and/or send monies in your account to them.
7. Transfers in
7.1 You may transfer cash (but not investments) into your Innovative Finance ISA with us from an existing ISA in your name with another provider. An online Transfer Form will need to be completed. We can then arrange for the cash to be transferred to us from your existing ISA provider in accordance with your instructions in the Transfer Form and the ISA Regulations.
7.2 The transfer process will begin on the date on the Transfer Form or your stipulated transfer start date, whichever is later. We will then send the transfer request for your existing ISA cash to your existing ISA Provider, confirming our acceptance of the ISA transfer, within 30 days of receiving your Transfer Form. We are not responsible for delays to the transfer caused by matters beyond our reasonable control.
7.3 Funds in your non-ISA account can be transferred into your Innovative Finance ISA account as long as they are not currently invested in bonds or shares.
8. Transfers out
8.1 If you wish to transfer your ISA to another ISA manager, the transfer must be made in cash and you cannot transfer your bonds. You cannot call for repayment by the issuer of your bonds within an Innovative Finance ISA to fund a transfer out; however, where a purchaser can be found, bonds within an Innovative Finance ISA can be sold pursuant to OECL's Investor Terms and Conditions.
8.2 You may transfer all or part of the cash in your account, including current tax year subscriptions and funds from previous tax years (plus interest), to another ISA Provider in line ISA Regulations and these Terms and Conditions. To initiate a transfer, please contact your other ISA provider. We are allowed up to 30 days to implement the transfer once arranged.
8.3 When we receive a transfer request from another ISA manager, we will notify you. Before we can process the transfer, you must authorise the transfer out via your account in accordance with our security procedures. We will not release any cash from your ISA, nor initiate the transfer, until your authorisation has been received. Failure to provide authorisation may delay or prevent the transfer.
9. Bonds that you already own
9.1 If you are an existing OECL investor, you cannot transfer existing bonds from your OECL general investment account into your Innovative Finance ISA account.
9.2 If permissible and subject to OECL's Investor Terms and Conditions you may be able to first sell the bonds or shares in your OECL general investment account and subsequently transfer non-invested cash to your Innovative Finance ISA account in accordance with condition 2.1.
9.3 Bonds purchased from an existing bondholder in accordance with OECL's Investor Terms and Conditions cannot be included within an OECL Innovative Finance ISA account unless the seller held the bonds in a OECL Innovative Finance ISA account.
9.4 Bonds held within an OECL Innovative Finance ISA may, subject to OECL's Investor Terms and Conditions, be sold to an available purchaser and the proceeds of sale retained within the ISA pending re-investment.
10. Amendments to these Terms and Conditions
10.1 We may, at any time, change the Innovative Finance ISA Terms and Conditions by giving you written notice via email. Such an amendment will take effect on the date specified in the written notice. For the avoidance of doubt, these changes may impact our fees and charges or the level of service provided. Any amendment that adversely affects you will not apply to sums already invested, but will apply to re-investment of the proceeds.
10.2 We may amend these Innovative Finance ISA Terms and Conditions if we believe it necessary in order to respond proportionally to changes in law and regulations.
10.3 We may also amend the Innovative Finance ISA Terms and Conditions to reflect changes to our systems, administrative processes and procedures, market practice or client requirements and to reflect other legitimate cost increases (or reductions) associated with providing your OECL Innovative Finance ISA.
10.4 You will be given at least 30 days' notice in respect of any changes to these Innovative Finance ISA Terms and Conditions that adversely affect you unless the specific circumstances require a shorter or longer period. Any amendments will comply with any applicable laws and regulations.
11. ISA Regulations
11.1 The management of your Innovative Finance ISA Account will be subject to the ISA Regulations and current HMRC practices. Any changes made by HMRC to the ISA Regulations or its practices that affect these terms will apply as soon as they come into effect.
11.2 We will inform you if your Innovative Finance ISA Account has or will lose its tax exemption through any failure to meet the ISA Regulations. If an investment which was previously allowed under the ISA Regulations ceases to be allowed, we will notify you and request your instruction to either sell the investment and reinvest the proceeds in the account, or transfer it out of the account.
12. General
12.1 These Terms and Conditions are governed by and to be construed in accordance with English law. In the event of any matter or dispute arising out of or in connection with these Terms and Condition, you and we shall submit to the non-exclusive jurisdiction of the English courts.
12.2 If any of these Terms and Conditions is found to be illegal, invalid or unenforceable by any court of competent jurisdiction, the remainder shall, so far as possible, continue in full force and effect.
12.3 No single or partial exercise, or failure or delay in exercising any right, power or remedy by us shall constitute a waiver by us of, or impair or preclude any further exercise of, that or any right, power or remedy arising under these Terms and Conditions or otherwise.
12.4 We and OECL may exercise any of our rights or discharge our obligations under these Terms and Conditions in our or OECL's own capacity or through any company or other legal entity which has all relevant legal authorisations, licences or permissions to discharge those functions. Other than OECL, which shall be entitled to exercise rights under these Terms and Conditions, no other person shall have rights to enforce terms under the Contracts (Rights of Third Parties) Act 1999.
12.5 If OECL or ShareIn enter a wind down scenario, it is possible that your ISA holdings may lose their ISA wrapper, for example if it is not possible for the holdings to be transferred to an alternate ISA manager.