The Charter

1. Whereas additional chapters of The Guild may be permitted in the future, the founding chapter of this Guild is recognised as reserved for individuals of good repute who have significant experience in providing intermediary, and/or broking, and/or advisory services, as between borrowers and lenders in the UK corporate marketplace and who are directly employed by independent limited companies in the sector (independent being defined as not-bank owned; not-franchise set-ups; not appointed representatives).

1.1. Whilst members of this Guild wish to maintain both their own and the independent positions of their employers in the marketplace, members fully recognise that much more can be achieved in relation to overarching business aims and issues which they all share, provide they act as a collective with a unified voice on relevant matters.

1.2. Members of this Guild will each maintain robust ethical, moral and professional business standards themselves and strive to ensure that their employers are aligned to the same aims.

1.3. Members of this Guild will work in the interests of both borrowers and lenders, whilst also safeguarding their own employers and the wider Guild community.

2.1. Additional members may be invited as described in this Charter, provided always that they meet the membership requirements as outlined herein, or as subsequently amended by a majority of the membership, or any later delegated membership committee.

2.2. This Guild is focused on lending and borrowing in the corporate sector. The separate consumer sector, being non-corporate and specifically regulated by the Financial Conduct Authority (“FCA”) is not included within the Guild’s normal scope of activities.

2.3. The overarching principles of the FCA are however recognised by the Guild which does require that its own members and their employers, who may also operate in the consumer arena, do fully adhere to the FCA’s requirements when doing so, or risk censure by the Guild.

As a collective of its members, the Guild’s wider aims are to -

3.1. represent, maintain and promote, the best benchmark standards for providing intermediation services in finance broking to corporate customers;

3.2. improve the understanding of the importance of the role of brokers in sourcing funding for corporate bodies, such that the real value of the services they provide can be more clearly seen by all stakeholders, including end-user customers, lenders, ombudsmen, regulators and relevant Government bodies;

3.3. seek to eradicate the mis-selling, or inappropriate use of, financial products in our market place;

3.4. by example, seek to curb poor lending or broking practices through better highlighting which products best fit what needs;

3.5. exercise best practices and police the membership of the Guild, such as to exclude poor operators from becoming or remaining as members;

3.6. enhance the options available and the services provided to end-user customers by having a collective and more powerful voice when agreeing facilities, or negotiating arrangements with funders and other stakeholders in the financial services industry;

3.7. improve the understanding between Guild members and the funders and other stakeholders who work with them by maintaining high standards of behaviour towards potentially shared customers;

3.8. work with funders and trade bodies to help promote the reputation of the sector as a whole and educate other third parties and stakeholders as to how the sector can best meet the demand from corporate customers;

3.9. agree and work with a panel of funders which recognise the Guild, its aims and purposes, its members and their employers and be willing to treat them as a form of collective;

3.10. promote greater end user customer understanding of the many and various financial products available, what specific needs they serve, together with how and where they can be sourced;

3.11. avoid utilising funders who seek to impose terms on either the member, or their end-user customers, which are regarded by members as, too onerous, unreasonable, or unfair;

3.12. work with funders, where appropriate, to help improve their own product offerings and selling methods;

3.13. encourage Guild members and their employers, where necessary, to work together at customer proposal level, if this will better assist specific customers to satisfy their needs whilst keeping lenders involved fully aware of any such connections;

3.14. advocate on behalf of the Guild membership.

To potentially qualify as a FULL member, invitees must;

4.1. be of good repute and recognised as such by the existing membership;

4.2. be an adult under UK law;

4.3. have been recommended for membership by one or more existing members and be subject to acceptance (or refusal) into the Guild by the Steering Committee members;

4.4. have been operating in business as a finance intermediary/broker for at least five years or possess other relevant business or educational qualifications;

4.5. hold a Board Director, Executive Committee (or recognised equivalent) level position in their employment within the sector.

4.6. be perceived by the Guild as operating to the standards of business behaviour expected by the Guild and ensuring that their employer does so equally;

4.7. be prepared to serve on the Steering Committee or sub-committees from time to time.

4.8. There is no upper age limit for membership providing the individual concerned is, in the judgement of the membership, still of sound mental capacity and still operating in business in the UK. Further, the Guild will not unlawfully discriminate on characteristics of disability, gender reassignment, race (including colour, nationality, and ethnic or national origin), religion or belief, sex and sexual orientation.

4.9. The requirements for membership may be modified from time to time by a majority vote of the existing members or a subsequently created sub-committee which has been granted such delegated powers in writing by the Steering committee. At a future point, additional membership categories (such as student, associate; affiliate; honorary; retired; etcetera) may be defined and agreed.

The underlying benefit of Guild membership is to be recognised by others as part of a collective seeking to drive up general standards of behaviour and transparency in the sector and as such achieving a more powerful combined voice, with greater new business capability and leverage with other stakeholders in the industry.

And provided their membership is current, Full members will in addition;

5.1. receive an electronic certificate recognising their own membership of the Guild;

5.2. if they were a signatory to the original Charter, their certificate will recognise this ‘Founder Member’ status;

5.3. be permitted to display their own Guild membership certificate at their place of work and the Guild logo on their own business cards.

5.4. have the authority to permit their employer to display the Guild badge or a duplicate of the members certificate (in formats to be agreed) on company letterheads and websites.

5.5. be permitted to put forward potential new members who appear to meet the Guild requirements.

5.6. have open invitations to Guild general meetings, whether actual or virtual;

5.7. be able to contribute to meeting content, voice opinions and put forward issues for further consideration and possible action by the Guild;

5.8. Should any member decide to relinquish or rescind their membership, or in the event of any members expulsion from the Guild, membership and all the above benefits and permissions will be immediately withdrawn. Should membership subscriptions be introduced at any later date, certificates may then need to be refreshed annually and the above sanction may also be applied in the event of non-payment by any member.

As a Guild member, you and your employer are seen by the Guild as a bridge between your corporate customer and their potential funders and as such you must uphold the reputation and purposes of the Guild yourself as a member.

6.1. The Guild regards the open sharing of information between all parties is essential and as the ‘go-between’, Guild members should be ensuring this takes place.

6.2. In practice, members must establish the real objectives of both parties and ascertain whether they can source a good fit financial solution for both. If they cannot, then they should co-operate with others, or provide guidance, or withdraw.

6.3. As fraud is increasingly prevalent in the marketplace, members must be alert to misinformation and/or factual omissions and not knowingly allow the passing on of such either to lenders or borrowers.

6.4. Members must seek to ensure any potential lender has everything they need to make an informed decision or process a transaction and also help the customer to clearly understand the costs involved and any other implications in accepting what lenders might be able to offer.

6.5. Open and honest selling methods should always be applied, including transparency around the most suitable financial product for the circumstances/needs and what is practically available.

6.6. As a member, if you can satisfy your customer’s needs, then you are entitled to earn a fee for the work and expertise applied in doing so. This can be a retainer fee paid in advance, a success fee on completion, or you can incorporate the fee into the transaction to be paid in the form of a commission by the lender. If you are to be paid via lender commission and the customer asks for details, then that question should be fully answered and a record be made of this.

6.7. UK Court precedents do not allow you to be paid by both parties unless you can evidence that they each specifically understood and agreed to the detail of those arrangements.

6.8. If an indemnity is likely to be requested by a lender, ensure the customer understands the extent of their liability in the event of their company defaulting. If there are still concerns, a payments guarantee, an equipment delivery up guarantee; or a capped guarantee, should be sought as alternatives. If these prove unavailable, then personal guarantee insurance should be highlighted, but Guild members should forgo any introductory commission offered on that product.

This Charter should be seen as a live document which can, if it is deemed necessary, be enhanced or amended under the auspices of the Steering Committee. Separate policies and procedures can also be established by that committee to deal with detail, provided they do not conflict with the spirit of the Charter.

7.1. It is fully recognised that whilst the Guild has been born out of the Asset Finance Broker/intermediary sector, it could potentially expand or sub-divide into other associated sectors or specialisations. In this case, key elements of the Charter might need amending. In any event some further refinement of the Charter is very likely to be required to cover situations not yet identified. In order to avoid unnecessary future difficulties, the Founders agree that the head committee (currently referred to as Steering committee) will itself have the power to make any necessary changes of detail and/or to initiate sub-committees with specific delegated authorities without the need to bring such changes to the membership for a vote.

7.2. However, any significant changes must be advertised to the members in advance of implementation giving sufficient time for consideration and any objections to be raised. If no objections are raised, they may proceed, but if any objections are raised which then cannot be resolved by discussion with the objecting party/ies, then the issue will be taken to the membership to seek a majority vote

Any member can choose to leave the Guild at any time, simply by notifying the Steering Committee, or any delegated membership committee.

8.1. Through the auspices of the Steering committee, the membership can seek to eject any member who is shown not to be acting in the interest of customers and/or funders and/or the wider Guild community. The matter must first be addressed with that member to see if any issues can be resolved. This action would lie with the Chairperson or Deputy, but if matters cannot be resolved the Steering Committee would make the decision. If that decision was appealed by the member concerned, then a decisive vote (over 50% majority) would be sought from the membership and that decision would be final.

Lenders who support the Guild as a collective, but find they have an issue with a particular member or their employer’s behaviour in the market, may lodge a complaint with the Guild. Any such complaint lodged will be taken up with the member concerned. If the issue cannot be resolved, then as a first sanction, the Lender will then be entitled to exclude that member and/or their employer from their view of the collective.

If any such issues arise, then the Steering Committee will investigate and monitor them. If it is agreed that the member and/or employer concerned is acting outside the spirit of the Guild’s expected behaviours and will not correct matters, then that member can ultimately be expelled from the Guild.

If there appears to be cause for the Guild to be dissolved, this can be put to the membership by the Steering Committee for a vote. If a majority, that is more than 50% of those members recorded as regularly attending Guild meetings, vote in favour, then dissolution will be allowed.