Template 101: Legal questions to ask to avoid conflicts of interest before consultations

This basic questionnaire should be completed prior to each consultation/communication, to avoid potential conflicts. 

1. Are you currently, or have you been within the last six (6) months, an officer, director, employee, or consultant for XYZ company named in the project title or description?

Please select... No Yes

2. Are you currently, or have you been within the last six (6) months, an officer, director, employee, or equivalent (e.g., a contractor) of a publicly-traded company (or subsidiary of a publicly-traded company)? 

Please select... No Yes

3. Are you currently, or have you been within the last six (6) months, a lobbyist?

Please select... No Yes

4. Are you and/or your employer prohibited from discussing information relating to any industry participant and/or individual security that you intend to discuss on this consultation?

Please select... No Yes

5. Put another way, do you and/or your employer owe a duty of confidentiality to any industry and/or individual entity that you intend to discuss with us? 

Please select... No Yes

6. Do you maintain any relationship, personal or professional, with any person employed by or in any way affiliated with a company that will be discussed in the proposed consultation/communication?

Please select... No Yes

7. Are you currently in possession of any confidential or material non-public information that may in any way relate to a company that may be discussed in the proposed consultation/communication? 

Please select... No Yes

8. Are you currently or have you within the past twelve (12) months, been employed by or affiliated with any government entity, agency, authority or any government owned or majority controlled company?

Please select... No Yes

9. Are you currently working on any clinical trial (including an open-label trial) OR have you in the past two years worked on any clinical trial (including an open-label trial) with unpublished results? 

Please select... No Yes

10.Are you, or is your employer, a significant (>5%) customer, distributer, supplier, franchisee, producer or reseller of any goods or services provided to or by any company which is, or may be, the subject of this consultation/communication?

Please select... No Yes

11. Has your employment changed in the past 6 months?

Please select... No Yes

12. You agree to comply with all applicable anti-corruption laws, including, but not limited to the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, as well as the anti-corruption laws of other applicable jurisdictions.

Please select... Agree Disagree

13. You agree that the call may be recorded to ensure the accuracy of a written transcription of your conversation. The recording or transcription, which do NOT include your name, may be distributed to selected paying clients of XYZ.

Please select... Agree Disagree

14. The consultation/communication may involve publicly-traded securities of companies.
As such, you must confirm your understanding and agreement to the items below: 

(i) Please confirm that you are authorized to discuss the information you are being asked to provide, and that if you are not authorized to discuss an item, you agree to decline to provide that information. For example, if you are asked about generalized trend information relating to your employer, you will provide that information only if you are authorized to do so.

(ii) If you are currently employed, please confirm that you have the consent of your employer to participate in consultations with investors. 

(iii) Please confirm that you understand that the entity performing the consultation is not looking to receive material non-public information arising, directly or indirectly, from any person with a non-disclosure obligation, or confidential information.

(iv) Please confirm that you understand that XYZ may decide to use any or all information provided by you in the decision-making process to purchase and sell securities.

(v) Please confirm that you understand that you may be required to re-affirm your understanding verbally prior to any consultation, and that compliance professionals may monitor the call.

(vi) You attest that all communication you have with the analyst conducting the consultation, to whom you are first introduced by XYZ, will be initiated by XYZ (so as not to breach any restrictions on inbound communications from industry experts).

Please confirm and acknowledge your agreement with the foregoing:   

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Signature and Date