Conflict of Interest Policy

1. Purpose of the Policy

This policy aims to establish Akka’s internal rules to prevent conflicts of interest, all in accordance with Article 8 of Regulation (EU) 2020/1503.

2. Conflict of Interest

For the purposes of this policy, a conflict of interest is understood as circumstances that constitute or may give rise to a potential detriment or loss of benefit for a client or a plurality of clients, or a benefit for a Subject Person (as defined below) or for Akka.

Conflicts of interest may occur between:

The interests of Akka or Subject Persons and Akka’s obligations to one or more members or promoters; and
The interests of two or more members and/or promoters of Akka among themselves.

In general, to identify conflicts of interest, consideration will be given to whether Akka or Subject Persons or Related Parties:

May obtain a financial gain or avoid a financial loss at the expense of the member and/or promoter;
Potentially have an interest distinct from the member’s interest in relation to the provision of a service or the execution of a transaction;
Make recommendations or present certain projects to favor the interests of the Subject Person;
Have a financial or other incentive to favor the interests of one member or group of members over those of another member; and/or
Receive from a person other than the client an incentive in relation to the service provided to the same, in the form of money, goods, or services, other than the standard fee or service cost.

3. Subject Persons

The Persons Subject to compliance with this policy are:

Members of Akka’s governing body, whether natural or legal persons, as well as the natural person representatives of the latter (if applicable);
Managers, employees, and attorneys-in-fact of Akka;
Direct and/or indirect partners of Akka; and
Entities belonging to the same business group as Akka (as defined in Article 42 of the Commercial Code), their directors, managers, employees, attorneys-in-fact, and direct and/or indirect partners.

Additionally, not only must Subject Persons comply with the guidelines of this policy, but also their Related Persons, namely:

Spouses or any person with a similar affective relationship with the Subject Person;
Ascendants, descendants, and siblings of the Subject Person or the spouse (or any person with a similar affective relationship) of the Subject Person;
Spouses (or any person with a similar affective relationship) of the ascendants, descendants, and siblings of the Subject Person;
Legal entities in which the Subject Person, on their own or through an intermediary, is in one of the following situations:
- Holds the majority of voting rights;
- Has the power to appoint or dismiss the majority of the members of the administrative body;
- Can exercise, by virtue of agreements with third parties, the majority of voting rights;
- Has appointed with their votes the majority of the members of the administrative body.

Subject Persons and Related Parties, when faced with any real or potential conflict of interest situation, must:

- Refrain from intervening;
- Refrain from influencing decision-making;
- Refrain from improper use or disclosure of Confidential Information; and
- Immediately inform the Control Body.

4. Related Projects

Akka will not have any participation in the crowdfunding offers present on its platform.

Akka will not accept as project promoter, in relation to the crowdfunding services offered on the platform, any of the following persons:

Its partners who hold at least 20% of the share capital or voting rights;
Its managers or employees;
Any natural or legal person related to such partners, managers, or employees by control (as defined in Article 4(1)(35)(b) of Directive 2014/65/EU).

5. Control Body

The Control Body must monitor the application and compliance with the rules established in this policy. In particular, its functions will be:

Keeping the policy updated;
Promoting the dissemination, knowledge, understanding, and compliance of the policy;
Providing advice in resolving any doubts that arise in relation to the application of the policy; and
Proposing corrective measures and procedures to promote better compliance with the policy.

Subject Persons must comply with the requests that the Control Body formulates in order to ensure compliance with the rules established in this policy.

6. Communication and Resolution of Conflicts of Interest

As previously mentioned, Subject Persons must bring to the attention of the Control Body any situation in which a conflict of interest may arise concerning an action, service, or operation.

Communications must be made in writing, as soon as possible from the moment one becomes aware or should have become aware of such circumstance and, in any case, before making any decision that may be influenced by the potential conflict of interest.

Subject Persons must keep the above information updated, communicating any changes or termination of the reported situations.

In case of doubt about the existence of a conflict of interest, Subject Persons are obliged to bring such case to the attention of the Control Body, as well as the specific circumstances of the operation subject to potential conflict, so that the Control Body determines appropriate action in this regard. Conflicts of interest will be resolved by the Control Body.

In the event that the conflict of interest situation involves the member(s) of the Control Body, communication of such circumstance will be made to Akka’s governing body, which will be responsible for its resolution.

The resolution of conflicts of interest will always be carried out in accordance with the provisions of this policy and in accordance with the following principles:

Obtaining a financial benefit by Akka should not be prioritized over the interests of members and/or promoters;
Priority must be given to the legitimate interests of members and/or promoters, acting with diligence, loyalty, neutrality, and discretion; and
No member or category of members should be favored over others.

7. Communication to Members

Akka will inform members of the general nature and sources of conflicts of interest and the measures taken to mitigate them.

The disclosure referred to in the previous paragraph will be made in a timely manner to allow members to make an informed decision about the service in which the conflict of interest arises, taking into account the nature of the members to whom the information is communicated, in particular their qualification as potential experienced or non-experienced investors.

8. Non-Compliance

Failure to comply with the provisions of this Policy will result in the application of disciplinary measures provided by current legislation.

The consequences of any non-compliance will not only affect the non-compliant party but also those Subject Persons who, through action or omission, have allowed such non-compliance.

Updated version: September 13, 2024