Order Execution Policy EU

(Amended by a resolution of the BD of 24.08.2022)

Section I. GENERAL PROVISIONS

Article 1. (1) (Amended by resolution of the BD of 27 September 2018) This Policy regulates the relationship between the clients and Ever Financial AD, hereinafter referred to as “INVESTMENT INTERMEDIARY” or II in Sections Two-Five, respectively, the transmission/submission of orders for execution by another person under Section Six. Sections Two to Five of this Policy include rules, requirements, restrictions on the execution of client orders, including rules, requirements, restrictions on consolidating orders and a policy for separating consolidated orders and transactions, and Section Six includes rules and requirements when orders transmitted or submitted by the II are executed by another person.

(2) When the Investment Intermediary manages a client portfolio and/or receives and transmits orders and at the same time executes the received orders or the decisions for concluding transactions in portfolio management, the rules of Sections Two-Five of this Policy shall apply.

(3) (Amended by resolution of the BD of 27 September 2018) This Policy for Execution of Client Orders and for Transmission/ Submission of Orders is adopted on the basis of Article 84 and Articles 86-87 of the Markets in Financial Instruments Act (MFIA), as well as Article 64 and 65 of Delegated Regulation (EU) No. 2017/565 as regards organisational requirements and operating conditions for investment firms (Regulation (EU) No. 2017/565).

(4) In accordance with Sections Two-Five of this Policy ”execution of orders for the account of clients” is the performance of actions aimed at concluding transactions for purchase or sale of one or more types of financial instruments on behalf and for the account of a client.

Article 3. (1) (Amended by resolution of the BD of 27 September 2018) This Policy is provided on a durable medium upon concluding a contract with the II for the purposes of familiarizing with the conditions thereunder, i.e. before the II starts providing services, including execution of orders for their account, respectively, transmission/submission of orders for execution by another person, as in the contract concluded with the II, the clients should explicitly give their prior consent to this Policy followed by the II, including Section Six. The information under the previous sentence may also be provided through the website of the Investment Intermediary, when it meets the requirements for a durable medium, if the conditions of the Markets in Financial Instruments Act and the implementing acts are met, as well as the applicable regulations with direct effect.

(2) (Amended by resolution of the BD of 27 September 2018) The Policy is applied only to clients who have concluded a contract with the II, and the Policy under Sections Two-Five is in execution of an order submitted by the client and in the cases of Article 1, paragraph 2, and under Section Six it is under the circumstances under Article 22 of Section Six.

(3) If the client refuses to give prior consent under the first paragraph, the II may not execute orders at its expense, for which the client is considered to have been warned by this Policy.

(4) (New, by resolution of the BD of 27 September 2018) This Policy does not apply in the following cases:

1. Eligible counterparties – if the Investment Intermediary classifies a client as an eligible counterparty, they do not enjoy the best execution protection under this Policy. Any client designated as an eligible counterparty may expressly request not to be considered as such a party as a whole or in a specific transaction.  When concluding a transaction with or for an eligible counterparty from a third country, the investment intermediary should be provided with the explicit  confirmation of the person that they agree to be treated as an eligible counterparty.

2. special instructions of the client  – when the client provides specific instructions regarding the entire order or some aspect of the order, including a requirement to execute the order at a certain execution venue, the investment intermediary shall execute the order in accordance with those instructions. Thus, it is considered that the investment intermediary has taken all reasonable and necessary steps to achieve the best result for the client in respect of the entire order or aspect of the order contained in the client’s instructions.

3. When submitting an order on an electronic trading platform (COBOS, etc.), the client selects all parameters of the order and the latter is classified as submitted with special instructions. In this case, the Investment Intermediary acting on behalf of the client, giving them access to the system is considered to have taken care to achieve the best result for the client. In case that the electronic system allows certain parameters of the order not to be specified, the investment intermediary shall take care of the best execution in accordance with this Policy.

Article 4. (1) The investment intermediary shall once a year conduct a verification of the order execution policy of clients and the agreements for execution of orders (under Sections Two-Five), as well as the policy under Section Six.

(2) A verification under the preceding paragraph shall also be carried out in case of any significant change, which may affect the ability of the investment intermediary to constantly provide the best results for the execution of client orders when using the execution venues included in the order execution policy under Sections Two-Five, as well as in case of any significant change that may affect the ability of the intermediary to provide the best results for its clients in accordance with Section Six.

Article 5. (1) (Amended by resolution of the BD of 14 April 2016) The II is obliged to execute the client’s orders in accordance with the rules of this Policy and to promptly notify the client of changes in this Policy.

(2) (Amended by resolution of the BD of 14 April 2016) At the request of a client, the investment intermediary is obliged to prove that it has executed the orders in accordance with this Policy.

Article 6. (1) (Amended by resolution of the BD of 14 April 2016) The investment intermediary monitors the effectiveness of the order execution policy and, where possible, eliminates identified irregularities. The investment intermediary shall periodically check whether those included in the order execution policy at execution venues ensure the best execution of the client’s order, as well as whether changes are required.

(2) The II shall constantly monitor the effectiveness of the policy under Section Six, including the quality of implementation by the persons under Section Six, and if necessary, it shall take measures for elimination of established irregularities.

CLIENT ORDER EXECUTION POLICY

Section II. SPECIAL CLIENT INSTRUCTIONS

Article 7. By this Policy, the II clearly and explicitly warns its clients that any special instructions of a client may prevent the intermediary from taking the necessary actions to achieve the best result in the execution of client orders in accordance with the order execution policy for that part of the order to which the special instructions apply.

Section III. DESCRIPTION OF THE RELATIVE SIGNIFICANCE OF FACTORS FOR EXECUTION IDENTIFIED BY THE II IN ACCORDANCE WITH THE CRITERIA UNDER THIS SECTION

Article 8 (1) (Amended by resolution of the BD of 27 September 2018) In accordance with this Policy, the factors for execution of orders on behalf of clients are: The II executes the client’s order in the best interest of the client. The investment intermediary has fulfilled this obligation if it has made reasonable efforts to determine the best price for the client in accordance with the terms of the order, the amount of costs, the probability of execution, and all other circumstances related to the execution of the order. In case of specific instructions from the client, the investment intermediary must execute the order following these instructions. The II provides the following non-exhaustive list of performance factors, according to which the II prioritizes price as the most important factor, followed by:

1. costs;

2. order amount;

3. liquidity on the main market;

4. speed of execution; and

5. probability of execution and settlement.

(2) (New, by resolution of the BD of 27 September 2018) The II provides the best execution by ensuring that in the calculation of bid / ask prices for CFDs, the II uses the market price for the main product for which the client order is executed. The II has access to several different data sources to generate a market price.

(3) (New, by resolution of the BD of 27 September 2018) The II determines the relative importance of the above factors for best execution using its commercial judgment and experience given the available market information and the criteria described below:

a) Price: For each financial instrument, the II will quote two prices: the higher price (“ASK”) at which the client can buy this financial instrument (long position), and the lower price (“BID”) at which the client can sell it (short position). The price of the II for a given financial instrument is calculated depending on the price of the respective underlying asset, which the Investment Intermediary receives from external sources for consultation by third parties. The prices of the II can be viewed on the Company’s website or on the trading platform. The II updates its prices as often as restrictions on technology and communication allow. The II reviews its external sources for consultation with third parties to ensure that the data obtained remain competitive.

If the price reaches an submitted set by the client, such as the price for closing a loss, closing a profit, trailing stop, market order, limit order, then these orders are executed immediately. However, under certain trading conditions, it may not be possible to execute orders (prices for closing a loss, closing a profit, trailing stop, market order, limit order) at the price desired by the client. In this case, the II has the right to execute the order at the first available price. This can happen, for example, in the event of rapid fluctuations in the price, if it rises or falls in a trading session to such an extent that – in accordance with the rules of the relevant  stock exchange – trading is stopped or restricted. In addition, the same can happen when trading sessions open.

b) Costs: To open a position for some types of CFDs, the client may have to pay commissions or financial fees, the amount of which is shown on the II’s website. The commission can be charged either as a percentage of the total value of the trade or as fixed amounts. The spreads of the list of financial instruments can be viewed on the IIA’s website or on the trading platform.

c) Speed of execution: The II attaches great importance to the execution of a client’s orders and strives to offer exceptional speed of execution within the technology and communication links.

The Investment Intermediary executes a client’s order in the CFD as a principal for the client, i.e. the II is a counterparty to the execution of the client’s order.

d) Possibility of execution: The possibility of execution depends on the availability of prices of other market players/financial institutions. Sometimes it may not be possible for an order to be executed, including, but not limited to the following cases: during news, at the beginning of a trading session, in  case of volatile markets where prices can significantly move up or down and away from announced prices, when there is a rapid movement in prices, insufficient liquidity to meet a certain volume of the announced price, in case of force majeure. In case that the II cannot proceed with the execution of an order due to a price, amount of the order or for any other reason, then the order may not be executed or may be executed at a different price. In addition, the II has the right, at any time and at its discretion, without giving notice or explanation to the client, to deviate or refuse to submit or ensure the execution of any order or request of the client only under the circumstances specified in the contract with clients to which they have agreed.

e) Settlement opportunities: The financial instruments offered by the II do not include delivery of the underlying asset, so there is no settlement as would be available if the client had purchased shares.

f) Size of order: The actual minimum / maximum size of an order/item may be different for each type of client account.

g) Market impact: Some factors can quickly affect the price of the main instruments / products from which the quoted price is derived and can also affect other factors listed here. The II will take all reasonable measures to obtain the best possible result for its clients.

(4) (New, by resolution of the BD of 27 September 2018) For all CFDs, the II takes into account factors such as interest rates, liquidity, volatility, expected dividends and fluctuations in the main contract for the reference validity date. Due to all these changing factors, the bid / ask prices will generally not be the same as the price in cash for the main instrument.

(5) (New, by resolution of the BD of 27 September 2018) At the time when the II receives the client order, there may not be a functioning and open market or stock exchange on which the respective product can be traded. In such cases, the market may not be liquid, the trade may have stopped or ceased and other influences may affect the price, and the II reserves the right not to fulfill the client’s order under such conditions.

(6) (New, by resolution of the BD of 27 September 2018) The II applies the following execution practices to financial instruments:

a) Slippage: The client should be aware that slippage might occur when trading in financial instruments. This is the situation when an order is submitted for execution, but the specific price shown to the client may not be available; therefore, the order will be executed close to or a few points below the price requested by the client. So slippage is the difference between the expected price of an order and the price at which the order is actually executed. If the price of execution is better than the price requested by the client, this is called positive slippage. If the performance price is worse than the price requested by the client, this is called negative slippage. The II warns clients that slippage is a normal element in the trading in financial instruments. Slippage occurs more often in periods of lack of liquidity or higher instability (for example, due to reports in the news, economic events and the opening of markets or other factors), which makes it impossible to execute an order at a specific price. In other words, orders submitted by clients sometimes cannot be executed at the stated prices. Slippage can occur in all types of accounts offered by the II.

b) It should be noted that slippage may occur during ‘stop loss’, ‘take profit’, ‘trailing stop’ and at the opening of a particular market on which the underlying instrument is traded.  When a market is open, the II will  execute the following orders of “stop loss”, “take profit”, and “trailing stop” at the price requested by the client. In the latter case, the II assumes the difference between the requested price and the market price at which these orders can be executed. Pending orders that serve to open positions are also not guaranteed and can be executed at a different price during news or high instability. The II does not guarantee the execution of pending client orders at the stated price. The II confirms that the client’s order will be executed at the next available best market price compared to the price stated in the client’s pending order.

(7) (Previous paragraph 2, as amended by resolution of the BD of 27 September 2018) When executing clients’ orders, the investment intermediary shall take into account the relative importance of the factors for execution under paragraph 1 in accordance with the following criteria:

1. characteristics of the client, including whether they are identified as a retail or professional client;

2. characteristics of the client’s order;

3. characteristics of the financial instruments subject to the order;

4. characteristics of the venues of execution to which the order may be directed for execution.

(8) (previous paragraph 3, as amended by resolution of the BD  of 27 September 2018) The investment intermediary has fulfilled its obligation to act to achieve the best result for its clients if it has executed the order or a specific aspect of the order, following special instructions of the client.

Description of the factors in accordance with the criteria under Article 8, paragraph 2

Article 9. (1) The II executes client orders under the following conditions:

1. immediate and proper registration and distribution of execution orders;

2. immediate execution in the order of their receipt of identical client orders, except when the characteristics of the order or the prevailing market conditions make this impossible or the interests of the client require otherwise;

3. The investment intermediary must inform the retail client of the objective difficulties encountered that prevent the proper execution of the orders immediately after learning them.

(2) In cases where the Investment Intermediary has undertaken to organize or monitor the settlement of an order executed by it on behalf of a client, it shall take the necessary steps to ensure that all client financial instruments or money received in settlement are immediately and accurately transferred to the accounts of the respective client.

(3) The investment intermediary shall not have the right to misuse information about unexecuted client orders and shall take all necessary measures to prevent such misuse by any person working under a contract for the investment intermediary.

Article 10. (1) (Amended by resolution of the BD of 14 April 2016 and amended by resolution of the BD of 27 September 2018) The Company accepts orders from clients, including those submitted by a proxy, only provided that the requirements for that under the Markets in Financial Instruments Act and  its implementing acts, as well as the applicable regulations with direct effect have been complied with.

(2) (repealed by resolution of the BD of 14 April 2016)

Article 11. (1) (Amended by resolution of the BD of 14 April 2016, amended by resolution of the BD of 27 September 2018) The investment intermediary is not entitled to execute a client’s order if the client, respectively their representative, refuses to submit the declarations required under applicable law. The refusal under the previous sentence shall be certified by a separate document signed by the client.

(2) The investment intermediary shall not be entitled to execute an order if it is declared or if it is established that the financial instruments subject of the sale order, are not available on the client’s account or are blocked in a depository institution, as well as if a pledge is established or an attachment is levied on them.

(3) The prohibition under paragraph 2 shall not apply to pledged financial instruments in the following cases:

1. the acquirer has been notified of the established pledge and has expressly agreed to acquire the pledged financial instruments, there is an explicit consent of the pledge creditor in the cases provided by the Special Pledges Act;

2. The pledge is established in a group within the meaning of the Special Pledges Act.

(4) The prohibition under paragraph 2 in respect of an order for the sale of financial instruments that are not available on the client’s account shall not be applied in the cases specified by an ordinance.

(5) The investment intermediary may not execute a client’s order for transactions with financial instruments, if this would lead to a violation of the MFIA, MAFIA, the Special Investment Purpose Companies Act or other applicable regulations.

(6) (Supplemented by resolution of the BD of 14 April 2016) The II shall not execute orders of a client, if the latter fail to provide it with the funds necessary for payment under the transaction – subject of the order, when submitting the order, unless the client certifies that they will fulfill their payment obligation, and in other cases provided in an ordinance and in compliance with the requirements of the Restriction of Cash Payments Act.

Article 12. (1) The investment intermediary shall conclude transactions with financial instruments for the account of clients under the best conditions and make efforts for the achievement of the best execution in accordance with the order submitted by the client.

(2) When executing an order submitted by a retail client, the best execution of the order is determined by the total value of the transaction, including the price of the financial instrument and the costs associated with the execution. Execution costs include all costs that are directly related to the execution of the order, including fees for the execution venue, clearing and settlement fees, as well as other fees and charges payable to third parties related to the execution of the order.

(3) In order to achieve the best execution, in the cases where there are more than one competitive execution venues of an order in connection with financial instruments and in assessing and comparing the results that can be achieved for a retail client in executing the order of each execution venue specified in this Policy that are appropriate for its execution, the commission fee of the intermediary and the costs for execution of the order at each of the possible execution venues shall be taken into account.

(4) (Amended by resolution of the BD of 27 September 2018) In the cases under paragraph 3 (there are more than one competitive execution venues of an order), if the client has submitted an order in which they  have explicitly indicated the execution venue of the order, the II shall execute the special instruction of the client regarding the execution venue in accordance with Article 8, paragraph 2 of this Policy.

(5) In the execution of client orders, where there is more than one competing execution venue in relation to financial instruments, the II may not set or collect commissions in ways that manifestly unfairly differentiate between different execution venues.

Article 13. (1) In accordance with this Policy, the II has an obligation to achieve the best result for the client, and in fulfillment of that obligation:

1. The II shall execute the orders of its clients as soon as possible, unless this would be clearly disadvantageous for the clients.

2. In the case of a limited order submitted by a client (order to buy or sell financial instruments in a certain volume and at a certain or better price), the II shall execute the order making reasonable efforts to achieve a better price than the one set, but never a lower price than the one set by the client.

(2) In case of a limited order submitted by a client under paragraph 1, item 2 the subject of which are shares admitted to trading on a regulated market, which is not executed immediately in accordance with applicable market conditions, the II shall be obliged, unless the client has explicitly given other orders, to facilitate the earliest possible execution of the submitted order by making it public in a way that is accessible to other market participants.

(3) The obligation under paragraph 2 shall be considered fulfilled by the investment intermediary by transmission of the limited order to a regulated market and/or multilateral trading facility.

(4) In accordance with this Policy, the II shall not be required to comply with the obligation under paragraph 3 only if the volume of the order does not correspond to the normal market volume and this deviation from the obligation of the Investment Intermediary under paragraph 3 is explicitly provided for in the ordinance.

Article 14. (1) In accordance with this Policy, the II may not:

1. carry out transactions for the account of clients in volume or with a frequency, at prices or with a specific counterparty, which in accordance with the circumstances can be considered to be carried out exclusively in the interest of the investment intermediary;

2. buy for its own account financial instruments for which its client has submitted a purchase order and sell them to the client at a price higher than the price at which it bought them;

3. (Amended by resolution of the BD of 14 April 2016) perform actions with money and financial instruments of the client for which it is not authorized by the client;

4. sell for its own or for someone else’s account financial instruments, which the investment intermediary or its client does not own, except under the conditions and pursuant to an ordinance;

5. participate in the execution, including as a registered agent, of covert purchases or sales of financial instruments;

6. receive part or all of the benefit, if the investment intermediary has concluded and executed the transaction under conditions more favorable than those established by the client;

7. carry out activities in another way that endangers the interests of its clients and the execution of their orders or the stability of the market of financial instruments.

(2) The prohibition under paragraph 1, item 1 shall not apply to transactions for the execution of which the client has given explicit instructions on their own initiative.

(3) The prohibition under paragraph 1, item 2 shall also apply to the members of the management and control bodies of the investment intermediary, to the persons who manage its activities, and to all persons who work under a contract for it, as well as to persons related to them.

(4) When in the execution of an order of a client the II establishes a conflict of interests, it shall implement the order strictly observing its policy for treatment of conflict of interests about which the client is informed in the general terms and conditions of the II.

Article 15. (Amended by resolution of the BD of 27 September 2018) (1) The investment intermediary may not conclude contracts for securities financing transactions within the meaning of Article 3, item 11 of Regulation (EU) 2015/2365 of the European Parliament and of the Council of 27 November 2015 on transparency of securities financing transactions and of reuse and amending Regulation (EU) No 648/2012 (OB, L 337/1 of 23.12.2015) in respect of financial instruments held by it on behalf of a client, or otherwise use those financial instruments for its own account or for the account of another person or  a client of the investment intermediary.

(2) The restriction under paragraph 1 shall not apply if the following conditions are simultaneously met:

1. the client has given their prior explicit consent to the use of financial instruments, which is in writing;

2. and the use of this client’s financial instruments is limited to certain conditions with which the client has previously agreed.

(3) The investment intermediary shall keep on a durable medium the document with which the client has given consent for the use of their financial instruments under certain conditions.

(4) The investment intermediary shall not have the right to conclude securities financing transactions in respect of financial instruments, which are held on behalf of a client on an omnibus account, maintained by a person under Article 94, paragraph 1 of MFIA, or otherwise use financial instruments held in such an account.

(5) The restriction under paragraph 4 shall not apply if, in addition to the conditions specified in paragraph 2, at least one of the following conditions is met:

1. each client, whose financial instruments are held together on an omnibus account, has given prior explicit consent in accordance with paragraph 2, item 1;

2. the investment intermediary has introduced systems and control mechanisms that ensure that only financial instruments of clients, who have given prior explicit consent in accordance with paragraph 2, item 1, are used.

(6) The investment intermediary shall keep records containing details of the client whose financial instruments it uses, the number and type of financial instruments used by each client, who has given consent. The reporting data must allow for a correct distribution of any loss.

(7) The investment intermediary shall establish mechanisms against unauthorized use of the clients’ financial instruments for its own account or for the account of another person, such as:

1. concluding an agreement on the actions to be taken by the investment intermediary if the client does not have sufficient funds in their account on the settlement date, and borrowing of the relevant financial instruments on behalf of the client or closing of the position may be among the agreed actions;

2. monitoring and forecasting by the investment intermediary of the client’s ability to fulfill their obligations on the settlement date and the introduction of corrective measures, if this cannot be done;

3. monitoring and timely requiring from the client to provide financial instruments that were not delivered on and after the settlement date.

(8) The investment intermediary shall adopt and apply in its activity procedures to ensure that:

1. the borrower of the client ‘s financial instruments provides adequate collateral, and

2. the intermediary ensures that this collateral remains appropriate, maintaining its compliance with the value of the instruments borrowed by the borrower.

Restrictions and requirements for consolidating orders

Article 16. (1) In accordance with this Policy, the II may not execute an order of a client or a transaction for its own account, consolidating them with other client orders, except when the following conditions are met:

1. consolidating orders and transactions will not be to the detriment of any of the clients whose orders are consolidated;

2. the investment intermediary has explained to each client whose order is being consolidated that the consolidation may be unprofitable for the client in connection with the specific order;

3. the Investment Intermediary has adopted and effectively implements an order separation policy that contains sufficiently detailed and clear conditions for the fair separation of consolidated orders and transactions, including how the volume and price of orders determine their separation and the settlement of cases of partial execution. The policy under the previous sentence is set out below in this Policy;

4. the client order allows partial execution as an instruction by the client;

5. the consolidated order itself is submitted for execution as partial.

(2) In accordance with this Policy, the consolidated order under paragraph 1 may include only orders may in which, as a result of the consolidation, the requirements established in this Policy for execution of the orders are not violated, including the requirements under Article 13 regarding the execution of the order at the first opportunity and at the price determined by the client in case of a limited order.

Section IV POLICY FOR SEPARATION OF CLIENT ORDERS, WHEN THERE IS CONSOLIDATION OF ORDERS, INCLUDING A TRANSACTION FOR OWN ACCOUNT OF THE II

Article 17. (1) In the cases under the previous article, when a consolidated order is executed in accordance with this Policy, the II shall apply rules for the fair separation of the consolidated orders and transactions established in this and the following articles.

(2) In cases where the investment intermediary consolidates a client’s order with one or more other client orders and thus the consolidated order is executed in full, it distributes the related transactions – a result of the execution of the order in accordance with the following rules:

1. The result of the transaction – a result of the execution of the consolidated order is distributed only between the orders that were included in the consolidated order;

2. The consolidated order is distributed in accordance with the exact volume (number) of financial instruments of the submitted orders included in it. Thus, in the distribution, the clients, whose orders have been included in the consolidated order, as the consolidated order has been executed in full, shall receive as execution the exact number (volume) of financial instruments, which corresponds to the order submitted by them;

3. the transaction – a result of execution of the consolidated order, is executed at a precisely determined price, where the price applies to all transactions included in the consolidated order. Thus, in the distribution, the clients, whose orders have been included in the consolidated order, as the consolidated order has been executed in full and in cases under Article 13, paragraph 1, item 2 of this Policy, in strict compliance with this rule, shall receive as execution in the distribution the price of the transaction, a result of the execution of the consolidated order, and that price corresponds exactly to the order submitted by them or is better. In the cases under the previous sentence, when a better price is achieved, the benefit belongs to the client.

(3) In the cases where the investment intermediary consolidates a client’s order with one or more other client’s orders and thus the consolidated order is partially executed, it distributes the related transactions – a result of execution of the order in accordance with the following rules:

1. When separating the consolidated order, the result of the transaction – result of execution of the consolidated order, shall be distributed in the order of receipt of the client orders applying the rules under paragraph 1 until the exhaustion of the volume (number) of the financial instruments of the transaction concluded as a result of the consolidated order, in connection with the requirement of the MFIA for execution of clients’ orders in the order of their receipt. Thus, during the distribution, the clients, depending on the order of receipt of their orders in the II, shall receive volume (number) and price until exhaustion of the volume (number) of the financial instruments of the transaction concluded as a result of the consolidated order in accordance with the rules of paragraph 2, and after exhaustion of the volume (number) of the financial instruments of the transaction concluded as a result of the consolidated order, the other orders shall not be included in the distribution (separation of the consolidated order);

2. In the case of separation as a result of partial execution of the consolidated order, it is possible that one order falls under the hypothesis that part of its volume (number) of financial instruments is included in the volume of the consolidated transaction, and the rest is outside this volume (number). In this case, it falls within the distribution and such shall be carried out for such order in accordance with the rules of item 1, but partially in terms of volume – up to the volume (number) of financial instruments, which is possible in accordance with item 1.

Article 18. (1) In accordance with this Policy for separation of orders, in case that the II has consolidated a transaction for its own account with one or more clients’ orders, it shall not have the right to separate the concluded transactions in a way that is to the detriment of the client.

(2) In the cases where the II consolidates a client order with a transaction for its own account and thus the consolidated order is partially executed, the obligation under the previous paragraph shall be fulfilled where the II distributes the transactions for the client’s account with priority. If the Investment Intermediary can reasonably demonstrate that without the consolidation it would not be able to execute the client’s order under such favorable conditions or that it would not be able to execute it at all, it may distribute the transaction proportionally between itself and the client in accordance with the policy under the previous article.

(3) The investment intermediary shall not redistribute transactions for its own account, executed jointly with client orders, when this is to the detriment of the client. The procedure under the previous sentence is part of the policy for separating orders.

Section V. EXECUTION VENUES OF CLIENT ORDERS

Article 19. (1) In accordance with this Policy, the execution venues of client orders, on which the intermediary relies heavily for achieving the best execution of client orders, may be:

1. regulated market;

2. multilateral trading system;

3. outside a regulated market.

(2) Execution of an order outside a regulated market shall be carried out only if the legislative basis allows the trading of the respective financial instrument for which the order is submitted outside a regulated market, if the client has been notified in advance and has given explicit consent thereto and a better price can be achieved, and there are lower costs for the execution of the order in accordance with the volume, price and costs for execution when executing a specific order of the client.

Article 20. (1) A regulated market is a multilateral system organized and/or managed by a market operator that meets or facilitates the meeting of interests for purchase and sale of financial instruments to multiple third parties through the system and in accordance with its non-discretionary rules, the result of which is the conclusion of a contract in connection with financial instruments admitted to trading in accordance with its rules and/or systems, licensed and operating regularly in accordance with the requirements of the MFIA and its implementing acts.

(2) (Amended by resolution of the BD of 27 September 2018) A regulated market is also any multilateral system that is licensed and operates in accordance with the requirements of Directive 2014/65 / EU.

(3) The advantages of the execution venue under the preceding paragraphs are that it provides transparent and non-discretionary rules enabling fair and proper trading and objective criteria for the effective execution of orders to conclude transactions in financial instruments, and there are rules and procedures for clearing, settlement and guaranteeing transactions effected on a regulated market, as well as ensuring the availability of publicly available information. In certain cases the venue under the previous sentence may be an inappropriate sentence because of the volume, cost, and execution costs of a particular order.

Article 21. (1) (Amended by resolution of the BD of 27 September 2018) A multilateral trading facility is a multilateral facility organized by an Investment Intermediary or market operator that brings together multiple third party interests to buy and sell financial instruments within the system itself and in accordance with its non-discretionary rules – in a way that leads to the conclusion of a contract in accordance with Chapters Two to Nine of MFIA.

(2) The advantages of the execution venue under the preceding paragraph shall be that it provides organized trading, objective criteria for execution of the orders, publicly available information, allowing making an informed investment decision and offers conditions for facilitating the settlement of transactions concluded through it. In certain cases, the venue under the preceding sentence may be inappropriate because of the volume, cost, and cost of execution for a particular order. Another disadvantage is that if securities admitted to trading on a regulated market are also traded on a multilateral trading system without the consent of the issuer, the latter is not obliged to disclose financial information in relation to this multilateral system provided for in the Public Offering of Securities Act, the Measures against Market Abuse with Financial Instruments Act and in their implementing acts.

POLICY FOR TRANSMISSION/SUBMISSION OF ORDERS FOR EXECUTION BY ANOTHER PERSON

Section VI. POLICY FOR SUBMISSION / TRANSMISSION OF ORDERS FOR EXECUTION TO ANOTHER PERSON

Article 22. The rules set out in this section apply to cases where:

1. The II manages a portfolio and submits orders for execution to another person under decisions taken by it for trading in financial instruments for the account of its clients.

2. (Amended by resolution of the BD of 27 September 2018) The II performs the activity under Article 6, paragraph 2, item 1 of the MFIA and transmits to other persons orders of its clients for execution.

Article 23. In accordance with this Policy, when performing actions under Article 22, the II must act in accordance with the best interest of the client, which includes the submission / transfer to a third party for execution at the earliest opportunity, in case:

1. there is or arises a circumstance that makes it impossible to execute the order under Article 22, item 2, respectively, the decision taken by the II in portfolio management under Article 22, item 1 of the II itself or

2. the II considers that this is how it will ensure the client that the best result will be achieved.

Article 24. (1) In order to fulfill its obligation under the previous paragraph and this Policy, the II shall be obliged to make all reasonable efforts to achieve the best result for its clients, taking into account the factors: the best price for the client (in the case under Article 22, item 2 this is the price in accordance with the conditions of the client’s order), amount of costs, probability of execution of the order and all other circumstances related to execution of the order by the third party to whom the order is submitted / transmitted for execution.

(2) In accordance with the rules under this section, the relative importance of each of the factors under paragraph 1 shall be determined by means of the criteria under Section Three, Article 8, paragraph 2, and additionally for retail clients and in accordance with the requirements, established in Article 12, and the II shall take into account whether the other person to whom it submits/transmits the execution order is able to ensure the observance of these criteria during the execution.

(3) In pursuance of paragraphs 1 and 2, when the II transmits / submits an order for execution to another person, it shall also take into account whether the third party has access to execution venue, where the order the subject of which is a specific financial instrument can be executed, as well as the commission fees of the third party for the execution.

(4) In pursuance of paragraphs 1 and 2, the II shall transmit / submit an execution order to another person only if that person has the necessary agreements and execution mechanisms to ensure that the investment intermediary fulfills its obligations under this section of this Policy.

(5) In pursuance of paragraphs 1 and 2, the II shall transmit/submit an execution order to another person only if such person has mechanisms for effective internal control.

Article 27. (1) In accordance with this Policy, where the II transmits/ submits an order for execution by another person, the latter has the right to receive the information about the client collected by the II, where the II is responsible for the completeness and accuracy of the provided information.

(2) In accordance with this Policy, when the II transmits/ submits an order for execution by another person, the latter has the right to receive and refer to the recommendations (if any) provided by the II to the client.

(3) The II is responsible for the correctness of the recommendations under the previous paragraph, provided to the client (if any), and the other person is responsible for the execution of the order based on the information and recommendations received under the previous paragraphs.

Article 26. Section Six does not apply when the II manages a client portfolio and/or receives and transmits orders and at the same time executes the received orders or the decisions for concluding transactions in portfolio management. In these cases, the rules of Sections Two to Five of this Policy shall apply.

SECTION VII (New – by resolution of the BD under minutes of 20 September 2013, repealed by resolution of the BD of 13 May 2015, amended by resolution of the BD of 27 September 2018)

 SPECIFIC RULES CONCERNING CLIENT ORDERS IN  TRADING THROUGH AN ELECTRONIC PLATFORM

Article 27. (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) Where the company provides its clients with an opportunity for trading with contracts for differences, including currency and derivatives the underlying asset of which is commodities, stocks, futures and indices through an e-commerce platform, in addition to the rules and policies set out in the previous sections, the specific rules set out in this section shall also apply.

Article 28. (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) In order to trade through the platform and to use its functions, it is necessary to conclude a contract under Article 35 of the General Terms and Conditions with Ever Financial AD, respectively, with another II, providing access to the platform, the procedure and the manner of which is set forth in the General Terms and Conditions. Upon concluding the contract, the client receives a username and password, which provide them with access to the electronic platform under this section.

Article 29. (1) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) In accordance with this section, the client’s orders are accepted by Ever Financial AD respectively, by another II, providing access to the platform (accepting orders from clients of the II), where the contract is concluded with the latter and the orders are executed by Ever Financial AD through the electronic trading platform.

(2) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) Clients shall have direct access to the platform and can submit their orders through it by identifying themselves with a username and password, and the platform on this basis registers them as clients of Ever Financial AD, respectively, clients of another II, whose orders Ever Financial AD executes. Where the contract is concluded with Ever Financial AD, its clients can also submit their orders using the telephone number of the company indicated in the General Terms and Conditions or the telephone numbers indicated on the website of the platform, identifying themselves with their names and username. In case that the telephones of the platform are used, the clients of Ever Financial AD, after being identified by their username as clients of the company, shall be transferred through the telephone exchange to Ever Financial AD. Where the contract is concluded with another II, providing access to the platform, its clients shall submit orders by phone in the manner specified in the general terms and conditions and policies of the latter.

(3) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) Clients’ orders through the offered trading platform are executed as soon as the market reaches the price indicated in the order, regardless of whether they are submitted by a client of Ever Financial AD or a client of another II providing access to the platform. The client’s order is always executed in full, and the entire volume stated in the client’s order is always executed as soon as the market reaches the price specified in the order, i.e. the electronic trading platform does not allow partial execution of the order. The client’s order in accordance with this section is never and under no circumstances or circumstances consolidated with other client orders (regardless of whether they are of clients of Ever Financial AD or another II providing access to the platform) or transactions for own account of the II receiving the order and the executor of the order Ever Financial AD.

(4) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) Disputes arising regarding the execution/non-execution of orders under this section are referred by the clients only to the II with which they have concluded a contract, regardless of whether the orders are transmitted for execution to Ever Financial AD. Where the contract is concluded with Ever Financial AD, the dispute refers to it.

Article 30 (1) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) By this provision, clients are notified and agree that the electronic trading platform is software that may cause technical defects, technical failures and other technical malfunctions related to the mode of operation, which could lead to delays or non-execution of orders.

(2) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) In the event of a circumstance under the previous paragraph, the client should immediately contact Ever Financial AD, respectively, the other II accepted the order, and it should not take actions before doing so in respect of orders submitted by them or open positions.

(3) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) In case of improper execution / non-execution of a client order as a result of a technical malfunction of the platform, Ever Financial AD, respectively, the other II that accepted the order, shall perform an inspection and evaluation of the concluded / unconcluded transaction and, within 5 days, it shall give its opinion to the client through the platform or other means of communication (email, by telephone) with information whether it accepts the transaction as final or invalid.

(4) (amended and supplemented by resolution of the BD of 4 January 2014 and repealed by resolution of the BD of 13 May 2015, new by resolution of the BD of 27 September 2018) In the case under the previous paragraphs, the II with which the contract has been concluded (Ever Financial AD, respectively the other II accepted the order) shall be liable for losses suffered by the client, regardless of the fact that the order has been executed by Ever Financial AD. Liability arises provided that the following conditions cumulatively occur:

1. there is loss as a result of improper functioning of the software on the electronic platform, caused by culpable behavior of an employee of the II accepted the order or of Ever Financial AD or technical problems that the latter could have prevented,

and

2. the order has been executed at a price significantly different from the market price. “Price significantly different from the market price” in the sense of the previous sentence is a price that differs by at least 3 times of the amount of the spread for the respective financial instrument from the prices of at least three leading global brokers and banks. In this case, the II with which the contract has been concluded (Ever Financial AD, the other Investment Intermediary accepted the order respectively) shall undertake actions to eliminate the error (by reversing, respectively reimbursing funds to the client’s account up to the amount of the incurred loss).

(5) (supplemented by resolution of the BD of 4 January 2014 and repealed by resolution of the BD of 13 May 2015, new by resolution of the BD of 27 September 2018) The client is notified and agrees that Ever Financial AD, respectively, the other II accepted the order, shall not be liable for losses suffered by the client if the malfunction of the software and the used communication means is caused by external factors or the same is caused by interference of third parties in the software of the platform or used communication means, respectively, other programs affecting the functioning of the electronic platform. Ever Financial AD, respectively, the other II accepted the order shall not be liable for losses suffered by the client if the latter violates or does not meet the technical requirements for using the platform or provides third parties with their username and password giving them access to the platform. The release from liability under the previous sentences is limited only to the actions of third parties, which Ever Financial AD, respectively, the other II accepted the order, were not able to prevent.

(6) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) The investment intermediary with which the contract is concluded (Ever Financial AD, respectively the other II accepted the order) shall be liable if as a result of culpable conduct of an employee of the respective company, the client suffers losses in connection with the services provided through the electronic platform, and the liability shall be up to the amount of the losses suffered.

(7) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) The investment intermediary with which the contract has been concluded (Ever Financial AD, respectively the other Investment Intermediary accepted the order) shall not be liable for losses suffered by clients if it has resulted from of a technical failure of the Internet providers and hosting centers used by the company, because these are circumstances that do not depend on the intermediary and it is not able to prevent them.

(8) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) The investment intermediary with which the contract has been concluded (Ever Financial AD, respectively the other II accepted the order) shall not be liable for losses suffered by clients, if they have resulted from: incomplete / inaccurate order submitted by the client, disconnection of the client from the Internet or failure of other means of communication used by the client, technical problems in the technical means used by the client or hardware and software problems in the client’s computer.

Article 31. (1) (Supplemented by resolution of the BD of 4 January 2014 and repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) This section informs clients that the quotations of certain assets to which they have access through the electronic trading platform may contain errors. Since the quotations provided through the electronic trading platform in accordance with this section are formed using quotations of many foreign investment intermediaries and banks, which are received through DDE protocol, then errors in the quotations may occur as a result of delays or technical errors in obtaining the necessary information, and this makes the quotations  incorrect (wrong). Quotation errors are identified by comparing quotations from the platform with quotations provided by at least three leading global brokers and banks.

(2) (Repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) If in the hypothesis of paragraph 1, the presence of an obvious factual error in a specific quotation has been established, then Ever Financial AD (regardless of whether the contract has been concluded with it or it acts only as executor of an order accepted by other II), respectively, the intermediary that have accepted the order and given access to the client’s platform shall have the right to cancel the transaction effected at the respective wrong quotation and the respective consequences thereof, expressed either in profit or loss for the client no later than 2 days after concluding the transaction. If the cancellation is made after the time limit under the previous sentence, the liability for the losses suffered by the client as a result of the cancellation (if any in the specific case) shall be borne by that II with which the contract has been concluded; in this case the II shall be obliged to compensate the client up to the amount of the suffered loss.

(3) (New – by resolution of the BD of 4 January 2014, by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) Ever Financial AD, respectively, the other II accepted the order shall be liable (including within the two-day period prescribed in the provisions under paragraph 2) for the losses suffered by the client (if any in the specific case) up to the amount of the loss suffered as a result of any error in the quotations, which could have been prevented as a result of due care or  have been caused by culpable conduct of employees of: Ever Financial AD, II, supporting the electronic platform and the system, or the II, accepted the order, including and when the error is caused by: defects in the software of the electronic platform or an automated process; entered wrong price, in accordance with paragraph 1.

(4) (previous paragraph 3 by resolution of the BD of 20 September 2013, repealed by resolution of the BD of 13 May 2015, new, by resolution of the BD of 27 September 2018) By this section the client is notified and agrees that the electronic platform, respectively, Ever Financial AD or the other II providing access to the client’s platform shall not be required to provide quotations at certain times, provided that there are temporary technical difficulties or  circumstances in which transactions cannot be made on a given market, leading to the impossibility to form quotations. In this case, they are not liable for losses suffered by the client.

Article 32. (new – by resolution of the BD of 4 January 2014, repealed by resolution of the BD of 13 May 2015, new by resolution of the BD of 27 September 2018) The liability of the II, other than Ever Financial AD under this section (the other II providing access to the platform with which the contract is concluded) is committed only respectively, i.e. if the general terms and conditions and policies of the respective II allow so and it itself assumes the respective liability. In case that any of the conditions under the previous sentence is not present, then Ever Financial AD, which only executes the clients’ orders of the II under the previous sentence, shall also assume and bear full liability, when such is provided in the relevant texts under this section, to the clients of the other II providing access to the platform.

FINAL PROVISIONS

§1. This Policy was adopted by the BD by minutes of 30 October 2007, amended by minutes of the BD of 20 September 2013, 4 January 2014, 13 May 2015, amended and supplemented by minutes of the BD of 14 April 2016, amended and supplemented by minutes of the BD of 27 September 2018 and 24 August 2022.