Atlantic-Pacific Capital is committed to the highest standards
of professional conduct and compliance with securities regulation.
Atlantic-Pacific operates with strict adherence to the:
- United States financial services regulatory environment, as
framed by the Securities Act of 1933, Securities Exchange Act of
1934, Investment Company Act of 1940, Securities Investor
Protection Act of 1970 and the Dodd-Frank Wall Street Reform and
Consumer Protection Act
- United Kingdom financial services regulatory environment, as
framed by the Financial Services and Markets Act 2000
- Hong Kong financial services regulatory environment, as framed
by the Securities and Futures Ordinance of 2003
- EVCA Placement Agents Supplementary Code of Conduct (October
2009)
Business Overview
The primary business of Atlantic-Pacific is acting as placement
agent and advisor for alternative asset fund managers in the global
institutional investor marketplace. In its capacity as placement
agent and advisor, Atlantic-Pacific advises fund managers on how to
develop private equity fund offerings for institutional investors,
coordinates the global capital raising process for offerings,
introduces prospective investors to its fund manager clients and
interacts directly with potential investors on behalf of the fund
manager clients.
Atlantic-Pacific accepts the role of placement agent and advisor
only for fund managers that have an exceptional offering and
commitment to investors. In view of that, Atlantic-Pacific performs
a rigorous due diligence process before agreeing to proceed as
exclusive placement agent and advisor for a fund manager.
In the conduct of its business, Atlantic-Pacific will not make
or offer to make any payment or other consideration with a view to
inducing a third party to enter into negotiations with a fund
manager client.
Conduct of Business
Atlantic-Pacific enters into a written engagement letter with
each of its fund manager clients. These agreements include the
scope of work to be undertaken by Atlantic-Pacific, the term of the
engagement, the fee and expense reimbursement arrangements for that
work, and confirmation that Atlantic-Pacific will adhere to all
applicable securities regulations.
Atlantic-Pacific maintains records of the work undertaken for
clients for a minimum period of seven years.
Atlantic-Pacific provides general advice only. While
Atlantic-Pacific endorses investment offerings, it expects
investors to conduct their own due diligence before investing. When
arranging a meeting with investors and presenting a client's fund
offering for the first time, the firm provides advice that is
general in nature and does not take their individual circumstances
into account.
Atlantic-Pacific seeks capital from institutional and high net
worth investors only. In the United States, Atlantic-Pacific
approaches only investors which are classified as accredited
investors by Regulation D of the Securities Act of 1933 or
qualified purchasers by the Investment Company Act of 1940. In the
United Kingdom and Hong Kong, Atlantic-Pacific approaches only
investors which are classified as professional investors by the
Financial Services and Markets Act 2000 and Securities and Futures
Ordinance of 2003, respectively. In other countries,
Atlantic-Pacific abides by similar laws and approaches only
qualified institutional investors.
Atlantic-Pacific maintains professional relationships with a
significant number of institutional investors. Atlantic-Pacific is
typically retained to raise capital from all or a significant
sub-set of such investors.
Regulation and Authority
Atlantic-Pacific Capital, Inc. was incorporated in the state of
Delaware on February 9, 1995 and is headquartered in Greenwich,
Connecticut (102 Greenwich Avenue, 2nd Floor, Greenwich, CT 06830).
There are five additional offices in New York City, Chicago, San
Francisco, London and Hong Kong.
Atlantic-Pacific has been registered as a broker-dealer with the
United States Securities and Exchange Commission ("SEC") since
October 25, 1995 (Registration # 8-48198) and as a municipal
advisor since September 29, 2010 (Registration # 866-00531-00).
Atlantic-Pacific is also registered with a self-regulatory
organization, the Financial Industry Regulatory Authority ("FINRA")
(Central Registration Depository # 38356), 42 U.S. states and
territories as well as the Municipal Securities Rulemaking Board
(Registration # K0179). Atlantic-Pacific is also a member of the
Securities Investor Protection Corporation.
In addition, Atlantic-Pacific's wholly-owned United Kingdom
subsidiary, Atlantic-Pacific Capital Limited, is registered with
the Financial Services Authority ("FSA") (Firm Reference # 189147)
and Atlantic-Pacific's wholly-owned Hong Kong subsidiary, Atlantic
Pacific Capital Asia Limited, is registered with the Securities and
Futures Commission ("SFC") (Central Entity # ARN800).
The licenses held by Atlantic-Pacific's registered
representatives include: the FINRA Series 7, 27, 39, 55 and 63 in
the United States; FSA Controlled Functions 10, 11, 28 and 30 in
the United Kingdom; and, SFC Papers 1 and 2 in Hong Kong. The FINRA
licenses qualify representatives for the solicitation, purchase
and/or sale of securities products, the FSA licenses qualify
representatives to provide general investment advice to
professional investors, and the SFC licenses qualify
representatives to deal in securities and provide services to
professional investors.
Atlantic-Pacific operates within an established compliance
framework, which is documented in a set of organizational policies
and procedures manuals. Through this compliance framework,
Atlantic-Pacific manages and monitors its authorizations,
capabilities and the activities of registered representatives. In
addition to its internal compliance function, Atlantic-Pacific also
retains the services of external compliance specialists and
regulatory counsel to monitor and review its policies and
procedures.