USA - English Contact Sales REQUEST A DEMO SUPPORT Private Companies Public Companies About Us Academy Legal, Privacy, Cookies Table of Contents: Privacy Statement Global Shares Execution Services Limited – Complaints Handling Procedure Order Handling and Best Execution Policy Client Categorisation Policy Conflict of Interest Policy Order Recording Policy RTS 28 Disclosure Privacy Statement Your privacy is important to Global Shares. We developed this Privacy Statement so you know how we collect, use, share and store your personal data. Through our continued commitment to protect your privacy we at all times seek to comply with the EU General Data Protection Regulation, the Maltese Data Protection Acts and the Irish Data Protection Acts (the “Data Protection Law”). Global Shares is committed to providing the highest levels of protection to your personal data in compliance with the Data Protection Law. This Privacy Statement applies to all websites on which this Privacy Statement is shown and supplements your general terms and conditions. Definitions Data Controller means a person who determines the purposes for which and the meansby which personal data is processed. Data Processor means a person who processes personal data only on behalf of the controller. Data Protection Law means EU General Data Protection Regulation, the Maltese Data Protection Acts and the Irish Data Protection Acts. Global Shares means the Global Shares group of companies including but not limited to Global Shares Ireland Limited (“GSIL”), Global Shares Execution Services Limited (“GSESL”), Global Shares Financial Services Inc (“GSFS”) and Global Shares Inc (“GSI”). GS App means Global Shares’ mobile application whereby you can access some of our services on a mobile device. Personal Data means any information relating to an identified or identifiable natural person. In practice, this means any data about a living person who can be identified from the data available will count as personal data. Share Account Services means the investment services offered by members of the Global Shares Group Where do we obtain your Personal Data from? We will collect your Personal Data in a number of ways. Much of the Personal Data we collect will be provided directly by you when you join an equity plan, sign up for services or when you contact us by email, letter, phone, or submit Personal Data online. We also generate payment, holdings and transaction data as a function of providing a service to you. We may also receive your Personal Data from the following third parties: Your employer – if you are a participant in a company equity plan, your employer may provide us with your name, date of birth, contact details, identity information, share entitlement data, employment details, compensation and/or payroll information, and other Personal Data. Third party brokers – if you request that we liaise with a third-party broker in respect of your shares we may receive Personal Data from the broker. The private broker’s privacy policy should inform you what Personal Data they may send to us. Government agencies. When you interact with us by browsing our website or via email, telephone or in person, we may collect Personal Data from you. How we use your Personal Data We use your Personal Data for the following reasons: To provide you with customer service support. To improve customer service, subject to applicable laws, we may also record and review conversations with us. To better understand the use of our website and facilities by users in general so that we can aim to provide a better service to you. This may involve the use of cookies and data analytics. See below for further information. To gather information for marketing, sales and customer service purposes. Where this is done, this will be made clear to you and your express consent will be sought where required, for example if you request a demo or sign up for further information. For internal statistical, marketing or operational purposes, including generating sales reports and measuring and understanding demographic, user interest and other trends among our customers. To carry out your instructions in relation to your account. To provide you the necessary assistance in relation to your share account. To communicate with you about your account or transactions with us, giving you important information about our services or other legally binding information. To monitor the security and use of our IT systems. To comply with our legal and regulatory obligations, for example, transaction reporting under rules imposed by the relevant financial authorities. To detect, prevent and report financial crime. To manage our business in an efficient and proper manner, including the management of our financial position, our resources, the risks to which we are exposed and the way in which we arrange our internal operations What Personal Data do we process? To the extent you use our Share Account Services, GSESL or GSFS would be the Data Controller for the Personal Data received directly from you and Data Processor when processing data on behalf of your employer company. The types of data Global Shares may receive are: Personal details such as your full name, and address, nationality, date of birth, telephone numbers, e-mail addresses and Personal Public Service Number or other national identity number contact preferences, information relating to the browser or device you use to access our website and global identification number. Details of your employment status to include employment date, termination date and termination reason code contribution details. Bank account number Town or City and Country of Birth National identifier pursuant to Commission Delegated Regulation (EU) 2017/590 Share sales & purchases Dividend payments Online identifier Primary and secondary tax residency Tax ID Customer Due Diligence documentation for AML/CFT compliance including: Photographic identification document such as passport or driver’s licence Non-photographic identification document such as a utility bill or bank statement Electronic photographs In providing you with Share Account Services we process your Personal Data for the purposes described above: when necessary to enter into and fulfil a contract or arrangement with you; when necessary for us to comply with a legal obligation; when necessary for the pursuing our legitimate interests as a contracting party. Legal Basis for Use of Personal Data The legal basis for the use of your Personal Data by Global Shares is as follows: You have given consent to processing for one or more specific purposes; and It is necessary for the purposes of legitimate interests pursued by us or by a third party and those interests are not overridden by your data protection interests. Entities with Which Global Shares May Share your Personal Data With Other Global Shares Companies Global Shares is a global business. To offer our services, we may need to transfer your Personal Data to other Global Shares companies in other countries, including our companies in the United States, where many of our servers are located. Those countries may not have the same data protection laws and protections as the country in which you initially provided the information. Any such transfers of Personal Data from Global Shares companies in the European Economic Area (“EEA”) or Switzerland to Global Shares companies in the United States (Global Shares Inc. and Global Shares Financial Services Inc.) are done so in compliance with the Data Protection Law.. All Global Shares companies are required to follow the privacy practices set forth in this Privacy Statement. With Service Providers We use third party service providers to help us to provide services to you. We may share your Personal Data with such third party service providers to the extent necessary for the sole purpose of enabling them to perform services on our behalf and where there are written contract terms between Global Shares and the service provider which satisfy the requirements of the Data Protection Laws. Here are examples of third-party service providers we use: Email Providers:Microsoft Office 365 is used to assist Global Shares in sending emails, consistent with applicable laws and the choices available to you. Custodians: Global Shares uses third-party custodians to hold securities for employees availing of our employee share plan. Banks:Global Shares uses third-party banks to hold and transfer funds to employees. Data Hosting: All Personal Data, is hosted by a third-party service provider in hosted database companies’ data centres. Marketing Information: If you complete a form asking us to contact you, we may store your Personal Data on a third-party system, for example Microsoft Office. Data Analytics: As described further below, a limited amount of Personal Data may be transferred to a third-party website data analytics provider, for example Google Analytics. If you use the GS App, Personal Data will be processed by third party service providers such as Google in the manner contemplated by the services, including, without limitation, disclosure of use of technology to track users’ activity and otherwise collect information from users. Other external contractors: Global Shares uses a number of other external contractors to process Personal Data. This allows Global Shares to perform its obligations under various contracts with relevant data subjects. Other Disclosures We may disclose your Personal Data to others if we have your consent to do so in such form of consent as may be required under Data Protection Law. Subject to Data Protection Law, we may also disclose your Personal Data to others as we believe to be necessary or appropriate: (a) under applicable law or regulation, including laws or regulations outside your country of residence; (b) to comply with legal process; (c) to respond to requests from public authorities and law enforcement officials, including officials outside your country of residence; (d) to assist or support theft investigations involving Global Shares products or property; (e) to enforce any of our terms and conditions or policies; (f) to protect our operations or those of any of our affiliates and subsidiaries; (g) to protect the rights, privacy, safety or property of Global Shares, its affiliates and subsidiaries, you or others; or (h) to permit us to pursue available remedies or limit the damages that we may sustain. We may also transfer your Personal Data to an affiliate, a subsidiary or a third party in the event of any reorganization, merger, sale, joint venture, assignment, transfer or other disposition of all or any portion of Global Shares’ business, assets or stock, including, without limitation, in connection with any bankruptcy or similar proceeding. Cookies and Similar Technology To help analyse how you and other visitors navigate Global Shares websites and compile aggregate statistics about site usage and response rates, we, with assistance from third-party analytics service providers, collect certain information when you visit our site. This information includes IP address, software version, what information and files have been downloaded to the device, device state information, device model, hardware and operating system information, information relating to how device functions, geographic location of the device, browser type, browser language, date and time of your request, time(s) of your visit(s), demographics, page views and page elements (e.g. links) that you click. We may use cookies, pixel tags or other similar tools on our site or in our email messages to assist us in collecting and analysing such information. We use this information to provide better, more relevant content on our site, to identify and fix problems, and to improve your overall experience on our site. If you do not want information collected through the use of these technologies, there is a simple procedure in most browsers that allows you to automatically decline many of these technologies, or to be given the choice of declining or accepting them. In addition, if you reside in a jurisdiction that requires us to obtain your consent to use cookies on our sites then you will have an opportunity to manage your cookie preferences on the sites; except that certain cookies are required to enable core site functionality and you cannot choose to disable those cookies. If you do not wish to have any further data gathered by those cookies you should not browse the website any further if you have not provided consent. Here are examples of third-party providers of analytics and similar services we currently use: Google: Google Analytics is used to track site statistics and user demographics, interests and behaviour on websites. We also use Google Search Console to help understand how our website visitors find our website and to improve our search engine optimization. Learn more about how this analytics information may be used, and on how to control the use of your information. Social Networks: Third-party social networks that provide interactive plug-ins or social networking features (for example, to allow you to connect to Facebook or Google to find friends to add as connections or to “Like” a page) on Global Shares websites, may use cookies or other methods (for example, web beacons) to gather information regarding your use of our websites. The use of such information by a third party depends on the privacy policy available on that social network’s website, which we encourage you to carefully review. Such third parties may use these cookies or other tracking methods for their own purposes by relating information about your use of our site with any of your Personal Data that they may have. We may also obtain analytics information from social networks that help us measure the effectiveness of our content and advertisements on social networks (e.g., impressions and clicks). Types of Cookies Used Each of our websites may use different cookies for different purposes. The cookies used include: ga, PHP SES SID Links, Third Party Apps, and Third Parties’ Privacy Practices Our websites and products may contain links to other sites that are not operated by Global Shares, and our websites or product may contain apps that you can download from third parties. These linked sites and apps are not under our control and we are not responsible for the privacy practices or the content of any linked sites and apps. If you use any third-party sites or apps, any Personal Data collected by the third party’s site or app will be controlled by the privacy policy of that third party. We recommend that you carefully review the privacy statements of any third parties to which you provide Personal Data. Security Global Shares takes reasonable security measures to help protect against loss, misuse, unauthorized access and unauthorized disclosure or alteration of your Personal Data under its control. Your Choices regarding Marketing Correspondence We and other members of the Global Shares group of companies may use your Personal Data to send you marketing-related correspondence (including emails) related to Global Shares products in accordance with your email preferences. We do not share your Personal Data with third parties for the third parties’ marketing purposes. To opt out of receiving marketing-related correspondence from Global Shares, please click “Unsubscribe” from any marketing email you receive from Global Shares. Policy with Respect to Children Our websites are not directed to individuals under the age of 16, and we request that individuals under 16 not provide Personal Data to Global Shares through any Global Shares website. If we learn that we have collected the Personal Data from a child under 16, we will take steps to delete the information as soon as possible. If you are aware of a user under the age of 16 using a Global Shares website, please contact our Data Protection Officer at the details set out below. Privacy Statement Updates We may change this Privacy Statement from time to time as we add new products, as we improve our current offerings, and as technologies and laws change. You can determine when this Privacy Statement was last revised by referring to the date of this Privacy Statement at the bottom of this page. Any changes will become effective upon our posting of the revised Privacy Statement on our affected websites. Retention of Personal Data We will retain your Personal Data for the period necessary to fulfil the purposes for which your Personal Data has been collected as outlined in this Privacy Statement unless a longer retention period is required by applicable law. How You Can Request Access to, Review, Correct, Update, Transfer and Delete Your Personal Data Global Shares takes reasonable steps to help ensure that the Personal Data we collect from you is accurate, complete and current. You may request access to your Personal Data and request that erroneous or inaccurate Personal Data be updated. You may request that your Personal Data and Global Shares account be deleted. You may also request that Global Shares no longer process your Personal Data for particular purposes. You may request that your Personal Data is transferred to another organisation, or to you, in certain circumstances. Global Shares will respond promptly to your requests in accordance with applicable law. For your protection, we may need to verify your identity before implementing your request. We may decline to process requests that jeopardize the privacy of others, are extremely impractical, or would cause us to take any action that is not permissible under applicable laws. Additionally, as permitted by applicable laws, we may need to retain certain Personal Data for a longer period of time for recordkeeping purposes, such as retaining records relating to your purchases for warranty or accounting purposes. All Data Subject Access Requests and other requests can be made in writing to the email address below: Email address: [email protected] Withdrawal of Consent Where the legal basis for us using your Personal Data is that you have given your consent, you may withdraw your consent at any time. If you do so we will stop using your Personal Data promptly. Queries and complaints If you have any queries about this Privacy Statement please contact our designated Data Protection Officer in writing at the postal address below: Email address: [email protected] If you are not satisfied with the outcome of the response you receive or believe we are not processing your Personal Data in accordance with the law, then you are entitled to make a complaint to the data protection authority in your country. For ease of reference please see contact details for the Irish and Maltese data protection authorities: Data Protection Commission Ireland Global Shares Ireland Limited is registered with the Irish Data Protection Commission. Their website is www.dataprotection.ie or you can contact their office at: Lo Call Number: 1890 252 231 Email: [email protected] Postal Address: Data Protection Commissioner, Canal House, Station Road, Portarlington, Co. Laois, R32 AP23. Data Protection Commission Malta Global Shares Execution Services Limited is registered with the Maltese Office of the Information and Data Protection Commissioner’s website is https://idpc.org.mt/en/Pages/Home.aspx or you can contact their office at: Telephone Number: (+356) 2328 7100 Email: [email protected] Postal Address: Information and Data Protection Commissioner, Floor 2, Airways House, High Street, Sliema, SLM 1549, Malta. Version Control Date: 07 September 2020 Owner: Data Protection Officer Version v1.6 Next Review Date: 07 September 2021 Global Shares Execution Services Limited-Complaints Handling Procedure 1. Introduction The purpose of this document is to outline Global Shares Execution Services Limited procedure for handling complaints from clients. We recognise that regrettably from time to time clients may have cause to complain about the service we provide to them. Where a complaint is received from a client we want to ensure that it is investigated properly and that wherever possible the complaint is resolved and a response provided to you at the earliest convenience. This procedure sets out how to complain about Global Shares Execution Services Limited. How to complain If you are dissatisfied with our services you can lodge a complaint with us. You should include as much information as possible to enable us to identify you and the specifics of your complaint. Please provide your full name, address, scheme name and client account number. It is also advisable to inform us of how you can be contacted in case we need to obtain further information. Please briefly set out all the facts regarding the issue and providing useful information such as any relevant dates, the details of the issue being complained of, any Global Shares staff contacted and copies of any documentation supporting your complaint. You can provide this: Using the Contact Us page on your Global Shares Equity Gateway account portal By email: [email protected] By telephone: Dial +353768888002 or +443308080142 By Post: Complaints Officer, Global Shares West Cork Technology Park, Clonakilty, Cork P85 EY90, Ireland The Investigation Process Upon receipt of a complaint this will be referred to someone with sufficient seniority and knowledge who can investigate the complaint fully. If a complaint cannot be resolved swiftly an acknowledgement will be sent to you within 5 business days from the date of receipt of the complaint. The acknowledgement will advise you who will be responsible for the investigation and in instances where you have complained verbally, it will record our understanding of your complaint. We aim to respond to any complaint as quickly as possible but some complaints may take longer to resolve due to their complexity or the need to obtain further information. We would normally hope to send a final response to you within 15 working days of receiving a complaint. In the unlikely event that we are unable to resolve your complaint within 15 working days after receipt we will advise you in writing providing an explanation for the further delay and when we expect to be able to provide a final response and your right to refer to the matter to the Office of the Arbiter for Financial Services (OAFS), for whom contact details are provided below. This is a statutory body that mediates unresolved disputes/complaints with regulated financial service providers. Taking your complaint further If, following the firm’s complaints process, you are still not satisfied with the response, you have the right to refer the complaint to the Office of the Arbiter for Financial Services. The Office of the Arbiter for Financial Services (OAFS) is an autonomous and independent body. It has the power to mediate, investigate and adjudicate complaints filed by customers against financial services providers. Consumer complaints against financial institutions licensed by the Malta Financial Services Authority may be lodged by residents and non-residents at the Office of the Arbiter for Financial Services in terms of Act XVI of 2016 – The Arbiter of the Financial Services Act, 2016. You may contact the Office of the Arbiter for Financial Services through the contact details below: Contact Details Contacting the Arbiter for Financial Services (“the Arbiter”) in Malta for a referral of a complaint: By phone If you are phoning from Malta, you can call the Arbiter on freephone 80072366 (free for landline calls only). You may also call on 21249245 (normal call rates apply) or 79219958 or 79219961 (mobile call rate apply). If you are phoning from outside Malta, call the Arbiter on +356 (or 00356) 21249245 (standard overseas call charges apply). You may also call on +356 79219958 or +356 79219961 (mobile call rates apply). By mail to: Office of the Arbiter for Financial Services First Floor St Calcedonius Square Floriana FRN1530 Malta Order Handling and Best Execution Policy Overview This is Global Shares’ Best Execution Policy. The purpose of this policy is to outline how Global Shares achieves best execution for its clients. When clients of Global Shares place an order with Global Shares, they agree to the terms of this Best Execution Policy. Under the EU Markets in Financial Instruments Directive 2014/65 EU (‘MiFID II’), Global Shares is required to have an Order Execution Policy in place and to take all sufficient steps to obtain the best possible result for its clients when buying and selling (referred to below as execute, executing or execution), financial instruments on behalf of its clients. The purpose of this document is to provide retail and professional clients with information on this Policy. Global Shares provides a Receipt and Transmission of Orders (RTO) service to its clients whereby Global Shares places orders. ‘Placing’ an order, means the act of transmitting an order in a security to a stockbroker, either to buy or sell the security. The order is then executed by an authorised broker who must complete the order in line with its own best execution policies. Global Shares is required to ensure that all orders from clients are executed on terms that are most favourable to its clients (termed ‘best execution’). This requires Global Shares to take all sufficient steps to obtain the best possible result for clients in the execution or placement of such orders. Global Shares will transmit your order to another broker or dealer (“executing broker”) for execution. In such cases, Global Shares will satisfy itself that the executing broker has arrangements in place to enable us to meet our best execution obligations to you. While Global Shares takes all sufficient steps to achieve the best possible result for its clients on a consistent basis, it cannot be guaranteed that best execution is achieved for each and every trade. The steps we typically take to ensure we achieve the best possible result are described in this Policy. The Policy is subject to: Any specific instructions that you give to the Firm e.g. an instruction to execute subject to a specific price limit (‘limit order’) The nature of your order (e.g. large orders relative to the normal trading volume of the financial instrument) The nature of the markets and financial instruments (e.g. whether there are buyers and sellers in the market for the financial instrument) A full list of third party executing firms used by Global Shares for each class of financial instrument in respect of which Global Shares places or transmits orders to other entities for execution (being equities and equity-like instruments such as depository receipts) is available at www.GlobalShares.com. Scope of the Policy The Policy applies to client orders in all financial instruments covered by the MiFID Regulations. These are principally equities and equity-like instruments such as depository receipts. The Policy applies where Global Shares receives and transmits client orders to executing brokers Execution Factors The following factors will be taken into consideration by Global Shares and by the executing brokers in determining how to obtain the best possible result for your order: Price of the financial instrument Costs and expenses related to execution The size of the order Likelihood of execution and settlement Speed of execution Nature of the order Any other consideration that is relevant to the execution of your order. Retail Clients For retail clients, the best possible result for a client will be determined in terms of the total consideration of a trade, representing the price of the financial instruments and all costs and expenses relating to execution (such as execution venue fees, clearing and settlement fees and any other fees paid to third parties involved in the execution of the order). In some circumstances we may use our discretion to place a higher importance on the other factors referred to above , as listed from 3 – 7. In general, the ranking of the relevant importance of such factors is listed in this order, but may vary on a case by case basis as Global Shares will take the following factors into account: Your categorisation as a retail client The characteristics of your order The characteristics of the financial instrument The characteristics of the execution venues to which the order may be directed Professional Clients In general, the best possible result for a client will be determined in terms of the total consideration of a trade, representing the price of the financial instruments and all costs and expenses relating to execution (such as execution venue fees, clearing and settlement fees and any other fees paid to third parties involved in the execution of the order). However, we may use our discretion to place a higher importance on the other factors referred to above, as listed from 3 – 7. In general, the ranking of the relevant importance of such factors is listed in this order, but may vary on a case by case basis as Davy will take the following factors into account: Your client categorisation The characteristics of your order The characteristics of the financial instrument The characteristics of the execution venues to which the order may be directed. Specific Instructions Where you provide Global Shares with specific instructions in relation to your order, the order will be executed in line with these instructions. Where you provide specific instructions that relate to only a part of the order, we will continue to follow this Policy to those aspects of your order that are not covered by your instruction. Any instructions provided by you may prevent Global Shares from following all steps of the Policy which has been designed to obtain the best possible result for you in respect of the elements that are covered by that instruction. Execution Venues In order to meet the obligation to obtain the best possible result for the execution of client orders, Global Shares will transmit client orders to executing brokers for execution. Those executing brokers may use one of the following types of venues or may execute the order over-the-counter: Regulated Markets1 , including the Irish Stock Exchange and the London Stock Exchange Multilateral Trading Facilities (‘MTF’)2 Organised Trading Facilities (‘OTF’)3 Market makers4, third party brokers or other liquidity providers Non EU entities performing a similar function to the above. Collectively, executing on a Regulated Market, MTF or OTF is referred to as executing or trading on a trading venue. Dealing over-the-counter means includes a broker dealing directly with another broker, or the broker dealing as principal on its own account. Where there is more than one competing execution venue the executing brokers have to take into account their own commissions and also the costs for executing the order on each of the eligible execution venues. Global Shares requires that the executing brokers do not structure or charge their commissions in such a way as to discriminate unfairly between execution venues. For certain types of financial instruments, there may be only one execution venue available to the executing brokers. For some orders, the executing brokers may determine the best result is achieved by executing outside a trading venue. Such trades are not afforded the same protections as trades executed on a trading venue, which are subject to rules and regulations governing execution and settlement. This increases counterparty risk. 1Regulated market – is a market place, trading system or exchange which meets the minimum EU standards set out in title III of the MiFID Regulations. In an Irish context the Official List of the Irish Stock Exchange is a regulated market. 2Multilateral Trading Facility (MTF) – is, in broad terms, a system that brings together multiple parties (e.g. retail investors or other investment firms) that are interested in buying and selling financial instruments and enables them to do so. These systems can be crossing networks or matching engines that are operated by an investment firm or a market operator. In an Irish context, the IEX (Irish Enterprise Exchange) market of the Irish Stock Exchange is an MTF. 3Organised Trading Facility (OTF) – is a multilateral system that is not a regulated market or MTF bringing together multiple third party buying and selling interests in financial instruments in a way that results in a contract or transaction. 4Market Maker: is a firm that buys and sells a particular financial instrument on a regular and continuous basis by posting or executing orders at a publicly quoted price. This is to enhance liquidity in that particular financial instrument. It may also include a firm engaging in algorithmic trading that is pursuing a market making strategy. Order Handling and Fair Allocation Global Shares requires the executing brokers to ensure that client orders are executed in a prompt, fair and efficient manner. Global Shares/the executing brokers may aggregate your orders with the orders of other clients or their own orders where they believe that such aggregation is unlikely to work to your disadvantage. However the effect of the aggregation may work to your disadvantage in relation to a particular order. If aggregated orders can be executed only in part, in general, the executing brokers will allocate the related trades to clients on a pro-rata basis. Where orders are allocated on a non pro-rata basis, this normally follows an internally agreed procedure. If the executing brokers have aggregated your order with their own orders and the aggregated order is partially completed, they should allocate the related trades to clients in priority to their own orders unless they can demonstrate that without their participation the order would not have been carried out on such favourable terms, or at all. Global Shares generally endeavours to carry out otherwise comparable client orders in the order in which they were received unless the characteristics of the order or prevailing market conditions make this impracticable, or the interests of the client require otherwise. Should you place a limit order with Global Shares for a share admitted to trading on a regulated market or traded on a trading venue, below a certain size and this is not immediately executed under prevailing market conditions, then we/the executing brokers may be obliged to publish the details of your limit order unless you have expressly instructed otherwise. Monitoring and Review of the Policy Global Shares has an execution monitoring programme that reviews execution quality on an ongoing basis, assessing whether more favourable results for clients could be consistently achieved on alternative venues and whether the brokers or dealers to whom Global Shares transmit orders for execution and with whom Global Shares may place orders continue to provide the best possible result for Global Shares’ clients on a consistent basis. If deficiencies are identified, appropriate amendments will be made to Global Shares’ execution arrangements with the executing brokers. Global Shares monitors this best execution policy by, among other things, doing the following: Monitoring of brokers The Firm carries out ongoing due diligences on executing brokers The Firm carries out ongoing due diligences on executing brokers Monitoring of Trades Prices are checked on a random sample basis after the trade details are received from the executing broker to ensure it was within the appropriate price range. Upon client request, Global Shares will provide information on how best execution was achieved for a client order. An overall review of the policy and/or execution arrangements is completed on an annual basis or more frequently where a material change occurs. Material changes to the policy are notified by posting an updated version of the policy on the website at www.GlobalShares.com. Each year Global Shares shall publish on its website the following information relating to the preceding year: – The top five brokers used for each class of financial instrument (principally equities and equity-like instruments such as depository receipts) in terms of trading volumes. A summary of Global Shares’ review of execution quality, together with details of the most frequently used executing brokers used across the firm on an annual basis is available on www.GlobalShares.com. Further Information Global Shares does not receive any remuneration or non-monetary benefit for placing orders with brokers and Global Shares does not deal on its own account. Further information on Global Shares’ Best Execution process is available to all clients on request. This policy shall be reviewed at least annually and is therefore subject to change. Global Shares will notify clients if the change is deemed material. The most up-to-date version of the policy is found on Global Shares’ website. Global Shares has arrangements with several executing brokers. Executing brokers are subject to due diligence at take-on and at least bi-annually thereafter. Global Shares considers the below listed factors above for all executing brokers. When reviewing executing brokers, Global Shares: establishes that the firm is MiFID authorized seeks a copy of the firm’s Best Execution Policy and satisfies itself that such policy is adequate satisfies itself that the commissions and other charges applied to client orders will be reasonable satisfies itself that the firm has the capability to execute, administer and settle efficiently orders in the range of securities envisaged for dealing with that firm satisfies itself that other services sought from the firm in conjunction with order execution (such as custody) are likely to be delivered efficiently, cost-effectively and without exposing the client to unreasonable risks considers the metrics the stockbroker publishes under the new MiFID II requirements Fees & Charges We currently provide details of our costs and charges in both our online statements and contract notes. Under the new MiFID Regulations we will provide more information on non-Global Shares costs and in particular, third-party fees on transactions. This is set out in your terms and conditions and will bring further transparency to our costs. Client Reporting Currently, most clients statements twice a year or on request at any time. Under MiFID II this will change to quarterly. Statement notices will be sent by email and statements can also be found on your EquityGateway at any time. This increased level of reporting will result in you receiving more correspondence from us. While these are important documents, we understand that many clients would like to reduce the amount of paper correspondence they receive. Your online portal, EquityGateway, allows you to access your account correspondence easily at any time and reduces ongoing paper correspondence. Global Shares Execution Services Limited , is regulated by the Malta Financial Services Authority (“the MFSA”). Client Categorisation Policy Overview This is Global Shares Execution Services Limited’s (“Global Shares” or the “Firm”) Client Categorisation Policy. The purpose of this policy is to outline how Global Shares complies with its statutory obligations. Under the EU Markets in Financial Instruments Directive 2014/65 EU (‘MiFID II’), Global Shares Execution Services Limited (“Global Shares” or the “Firm”) is required to have an Client Categorisation Policy. The purpose of this document is to provide retail and professional clients with information on this Policy. Global Shares is required to notify new clients, and existing clients that it has newly categorised, of their categorisation as a retail client, a professional client or an eligible counterparty in accordance with the MiFID Regulations. Global Shares shall inform its clients in a durable medium about any right that client has to request a different categorisation and about any limitations to the level of client protection that a different categorisation would entail. This information must be provided to clients prior to any provision of services. Global Shares Business The Firm is an investment firm regulated by the Malta Financial Services Authority (“the MFSA”). It is part of the Global Shares group. The Global Shares group is a share plan administrator. As part of the share plan administration business the firm generally has two types of clients. The majority of the clients of Global Shares are retail clients who are employee participants in employee share schemes operated by their employer company and administered by the Global Shares group. All clients are retail clients by default, unless they are categorised as another type of client. Issuers who operate the employee share plans may be categorised as professional clients. In the case of Global Shares, we currently provide an execution-only, non-advisory, non-discretionary, receipt and transmission of orders service in respect of non-complex instruments (being equities). Client Categories 1. ‘Retail Client’ A ‘Retail Client’ is a client who is not a professional client or an eligible counterparty. Retail Clients are afforded with the highest level of protection. The majority of Global Shares’ clients are retail clients. 2. ‘Professional Client’ A ‘Professional Client’ is a client that is either a per se professional client or an elective professional client. A professional client is a client who possesses the experience, knowledge and expertise to make his own investment decisions and properly assess the risks that he incurs. Categories of clients who are considered to be professionals per se: (1) An entity which is required to be authorized or regulated to operate in financial markets. Examples of entities carrying out the characteristic activities are: a) Credit institutions b) Investment firms c) Other authorized or regulated financial institutions d) Insurance companies e) Collective investment schemes and management companies of such schemes f) Pension funds and management companies of such funds g) Commodity and commodity derivatives dealers h) Locals : firms which provide investment services and/or perform investment activities consisting exclusively in dealing on own account on markets in financial futures or options or other derivatives and on cash markets for the sole purpose of hedging positions on derivatives markets or which deal for the accounts of other members of those markets or make prices for them and which are guaranteed by clearing members of the same markets, where responsibility for ensuring the performance of contracts entered into by such firms is assumed by clearing members of the same markets. i) Other institutional services (2) Large undertakings meeting two of the following size requirements on a company basis: a) balance sheet total at least EUR 20,000,000 b) net turnover at least EUR 40,000,000 c) own funds at least EUR 2,000,000. Issuers which are clients of Global Shares and which operates employee share plans may fall within this group. (3) Other institutional investors whose main activity is to invest in financial instruments, including entities dedicated to the securitization of assets or other financing transactions. Elective professional clients Global Shares may treat a client as an elective professional client if the following process is followed: 1. Global Shares undertakes an adequate assessment of the expertise, experience and knowledge of the client that gives reasonable assurance, in light of the nature of the transactions or services envisages, that the client is capable of making his own investment decisions and understanding the risks involved (“the qualitative test”). If the client is an entity, the test should be performed in relation to the person authorised to carry out transactions on its behalf. 2. At least two of the following criteria are satisfied: The client has carried out transactions, in significant size, on the relevant market at an average frequency of 10 per quarter over the previous four quarters The size of the client’s financial instrument portfolio exceeds EUR 500,000 The client works or has worked in the financial sector for at least one year in a professional position, which requires knowledge of the transactions or services envisaged (“the quantitative test”); and The following procedure is followed: a. The client must state in writing to the firm that it wishes to be treated as a professional client either generally or in respect of a particular service or transaction or type of transaction or product; b. Global Shares must give the client a clear written warning of the protections and investor compensation rights the client may lose; and c. The client must state in writing, in a separate document from the contract, that it is aware of the consequences of losing such protections. 3. “Eligible Counterparty” Per se eligible counterparty The following is a per se eligible counterparty: 1) An investment firm 2) A credit institution 3) An insurance company 4) A collective investment scheme authorised under the UCITS Directive or its management company 5) a pension fund or its management company 6) another financial institution authorised or regulated under EU legislation or the national law of an EEA State 7) an undertaking exempted from the application of MiFID 8) a national government or its corresponding office, including a public body that deals with the public debt 9) a central bank 10) a supranational organization Elective eligible counterparties Global Shares may treat a client as an elective eligible counterparty if: 1) the client is an undertaking and: a. is a per se professional client, and: i. is a body corporate which has called up a share capital of at least £10 million; or ii. meets the criteria in the rule on meeting two quantitative tests; or b. requests such categorisation and is an elective professional client, but only in respect of the services or transactions for which it could be treated as a professional client; and 2) Global Shares has, in relation to MiFID business, obtained express confirmation from the prospective counterparty that it agrees to be treated as an eligible counterparty. Professional Clients and Eligible counterparties have the right to request re-categorisation as a client that benefits from a higher degree of protection. It is the responsibility of the client to ask for a higher level of protection. Global Shares reserves the right to cease business with the client if different client categorisation is requested. If a new client category is applied by Global Shares, a new written agreement will be issued. Key differences between Retail Clients and Professional Clients The key differences between the relative levels of protection between Retail client and Professional clients include the following: When dealing with Retail clients, we need to provide additional information (including detailed risk warnings, disclosure of costs and charges without any limited application). When communicating any financial promotions, we have to ensure that the information provided does not emphasise any potential benefit of any products or services without providing a fair and prominent indication of any relevant risks. The information has to be presented in a way that is likely to be understood by the intended audience. When dealing with Retail clients, we are required to ascertain if they have the knowledge and experience to understand the risks relating to a particular product/ service, and in some cases, their ability to financially bear the related investment risk. This will help us determine if the product/service offered or requested is suitable for the client. For Professional clients, we are entitled to assume that they have the necessary experience and knowledge to understand the risk relating to a particular product/service and they are able to bear any related investment risk for such a product/service. Note: In the case of Global Shares, we currently provide an execution-only, non-advisory, non-discretionary receipt and transmission of orders service in respect of non-complex instruments (being equities). Complaints received from certain Retail clients (those that meet the definition of an Eligible Complainant, such as consumers, micro-enterprises, charities) are required to be handled in accordance with particular complaint handling rules. Retail clients are more likely to have rights as eligible claimant under the Investor Compensation Scheme. A professional client is unlikely to be such a claimant meaning that compensation under the Investor Compensation Scheme would not be available to a professional client. When dealing with Retail clients there are more restrictions in relation to safeguarding of client investments and client money. With retail clients, we will always apply the principles of best execution required under MiFID II, as set out in our Best Execution and Order Handling Policy, unless specific instructions received from a client restrict our ability to apply the principles fully. With professional clients dealing in financial instruments, best execution is owed when we accept an order to execute a transaction on client’s behalf or in other circumstances where we have agreed to accept such best execution obligation. When selling packaged investment products to retail clients, there are a number of specific rules which must be adhered to, for example, the provision of a key information document. Global Shares does not currently provide such packaged investment products. Key differences between Eligible Counterparties and Professional clients Certain rules which apply to us when acting for Professional clients do not apply when the client is an Eligible Counterparty: The rule requiring certain information to be disclosed to a client before providing services. The rule that restricts the ability of firms to accept and pay inducements. The rule on how we communicate with clients, including those which govern how we market and promote to clients. The rules requiring firms to provide information about costs and charges have a limited application in respect of Eligible Counterparties. The rules governing the provision of client agreements. The rules which require firms to assess the appropriateness of products or services. The rule requiring firms to act in the best interest of its client. The rules requiring firms to take all reasonable steps to obtain the best possible result when executing or receiving and transmitting client orders (best execution). The rules which require firms to follow certain conditions when carrying out client orders (i.e. those rules relating to the prompt recording and allocation or orders, sequential execution and aggregation of orders and allocation of orders). The rules which apply to identification of non-independent research as marketing communications. The rule which require firms to provide clients with a description of the nature and risks of investments. The rules which require firms to provide clients with trade confirmation information and periodic statements may have a limited application. Global Shares Execution Services Limited , is regulated by the Malta Financial Services Authority (“the MFSA”). For further information please contact +353 23 8833062. Conflict of Interest Policy The Policy Under the EU Markets in Financial Instruments Directive 2014/65 EU (‘MiFID II’), Global Shares Execution Services Limited (“Global Shares” or the “Firm”) is required to have a Conflicts of Interest Policy. The purpose of this document is to provide retail and professional clients with information on this Policy. Under the MiFID Regulations, the Firm is obliged to avoid conflicts of interest arising. It is Global Shares’ policy to ensure that the best interests of the clients are served and we avoid Conflicts of Interest arising at all – this is our primary responsibility. We must take all appropriate steps to identify, prevent and manage conflicts of interest, while noting that the Firm may need to make sufficient disclosure to comply with potential fiduciary conflicts arising as a matter of common law. Disclosure to clients is a measure of last resort to be used only where the organisational and administrative arrangements established by the Firm are not sufficient to ensure, with reasonable confidence, that risks of damage to client interests will be prevented. We also ensure that policies, procedures and controls help to: Identify circumstances, relationships and arrangements, which give rise to or could potentially give rise to a Conflict of Interest; Where Conflicts of Interest arise, eliminate or reduce to the greatest extent feasible, the Conflict of Interest and actively manage the Conflict of Interest; Where a Conflict of Interest cannot be eliminated, to disclose the nature and source of the Conflict of Interest to clients, along with an explanation of the efforts which have been made to eliminate the Conflict of Interest and the nature and implications of the remaining Conflict of Interest; Assess and resolve (where feasible) actual or potential Conflicts of Interest; and Disclose and maintain records of Conflicts of Interest as appropriate. This document will also be used as a key reference tool in raising awareness of Conflicts of Interest and the conflict management process. What is a Conflict of Interest? Conflicts of Interest are any situations that may arise in the provision of investment or ancillary services, or a combination of them, and whose existence may damage the interests of a customer, in all cases taking into account the specific situations that may arise. In simple terms, it is where the interests of the Firm (or employees or agents or group companies) conflict with those of the retail client. Some examples of Conflicts of Interest are where: The Firm may obtain a financial benefit, or prevent a financial loss, at the expense of the client. The Firm has an interest in the outcome of a service provided to the client or a transaction carried out on his or her behalf, which is distinct from the client’s best interests. The Firm has a financial or other incentive to favour the interest of another client or group of clients over the interests of the client in question. The Firm carries out the same activity or business as the client. The Firm receives or is going to receive from a person other than the client an incentive related to a service provided to the client, in the form of monies, goods or services, other than the standard commission or fee for this service. Policy Review and Testing This policy shall be reviewed annually or after any changes to the business processes or regulation that would require additional policies and controls. The review shall be completed by the Risk & Compliance Officer or by its designee(s). A copy of the Conflict of Interest Register (defined below) shall be provided to the Firm’s Board of Directors for review on an annual basis. 3) The policy will be tested by, among other things, selecting a sample from the Conflict of Interest Register which shall be reviewed, with consideration of the Conflict, Effect, and Consequence of the conflict, and shall also form part of the scope of the annual audit. These procedures ensure that any Conflicts of Interest which may arise are dealt with effectively and efficiently. Training All new employees will be required to read and understand the Conflict of Interest Policy and in addition this policy will be included in the annual policy updates and training which all employees must attend. Policy Owner The Head of Compliance. Introduction The Firm conducts business in a way which is fair and professional in accordance with the best interests of its clients. The Firm tries to maintain and operate effective organisational and administrative arrangements with a view to taking all reasonable steps to identify, monitor and manage Conflicts of Interest that may arise through its business activities and keep the clients’ interests at their core. The following potential conflict red flags, among other things, must be noted: Client vs. Client Conflicts The Firm could be in initial discussions with clients on both sides of a deal. Employee vs. Client Conflicts An employee engages in outside business activities by holding client financial instruments. Employee vs. Firm Conflicts An employee engages in personal trading or outside business activities (including board memberships/directorships) that could conflict with a client or with the Firm. Vendor vs. Client Conflicts A vendor may misuse or inadequately protect confidential client information. A vendor may fail to protect confidential client information adequately after its relationship with the Firm is terminated. The Firm will monitor these red flags when addressing Conflicts of Interest. Identifying Conflicts For the purposes of identifying Conflicts of Interest, the following criteria shall be considered when determining whether a conflict exists or may exist. When providing a service to a client, is Global Shares and/or its employees: Likely to make a financial gain, or avoid a financial loss at the expense of the client? What is the cumulative value of the gifts / entertainment received by any one employee? The following non-exhaustive list sets out situations which have been identified by Global Shares, as potential situations in which Global Shares may have conflicting interests in the provision of the Services or otherwise. Does Global Shares and/or its employees: Have an interest in the outcome of a service provided to the client or of a transaction carried out on behalf of the client, which is distinct from the client’s interest in that outcome; Have a financial or other incentive to favour the interest of one client or group of clients over another client or group of clients; Carry on the same business as the client; Receive from a person other than the client an inducement in relation to a service provided to the client, in the form of monies, goods or services, other than the standard commission or fee for that service; Profit personally from an arrangement outside the compensation arrangements provided by Global Shares; Is involved in an arrangement or activity that creates the appearance of a conflict with a client; When providing the Service or carrying out a transaction, Global Shares receives or will receive an inducement in relation to that service provided to the client (in the form of monies, goods or services other than the standard commission or fee for that service) from a person other than the client; Has it been identified that Global Shares carries on the same business as the client; or Does Global Shares have a financial or other incentive to favour one service provider over other service providers (a relative or personal relationship); It is important to note that Conflicts of Interest can occur at any level of the business. Whether it is at senior management or trainee level, employees must be aware of personal connections that give rise to Conflicts of Interest and are obliged to disclose such connections so that conflicts can be identified and managed appropriately. Any failure to identify or properly address a conflict can have severe negative repercussions for Global Shares, its associated persons, and/or clients. In some cases, the improper handling of a conflict could result in litigation and/or a disciplinary action. Impropriety or even the appearance of impropriety could negatively affect all associated persons, including those who have no direct involvement in the problematic activities Avoidance and Management of Conflicts Global Shares has put in place all the necessary internal policies and has assigned the identification and management of Conflicts of Interests to its Compliance Department. The internal procedures will be updated regularly by the Compliance Department to ensure that the procedures put in place deal with conflicting interests effectively and efficiently. It is Global Shares’ Policy to avoid Conflicts of Interest arising at all, unless that is not feasible. If it is not feasible, it is Global Shares’ Policy to disclose the nature and source of the Conflict of Interest to clients, along with an explanation of the efforts which have been made to eliminate the Conflict of Interest and the nature and implications of the remaining Conflict of Interest Global Shares has put in place several procedures and controls that are used to manage the identified conflicts of interest, which are set out, non-exhaustively, below: (a) Global Shares shall put in place a scheme whereby the flow of information between relevant persons whose conflicting interests may harm the interests of one or more clients, is controlled and prevented. (b) Global Shares shall ensure that relevant persons whose functions involve the carrying out of activities on behalf of, or providing services to, clients who may have conflicting interests, are supervised and separated. The scheme of supervision includes functions of relevant persons who represent clients whose different interests that may conflict, including the interests of Global Shares; (c) Global Shares shall ensure that there is no direct link between the remuneration or revenue of different employees, where one is primarily performing in one function and the other is a person primarily performing another function, where there may be a Conflict of Interest between these functions; (d) Global Shares shall take such measures that would limit the influence of any person, relevant or otherwise, over the inappropriately interfering with the way in which a relevant person carries out the Service; (e) Global Shares shall put in place a scheme whereby a relevant person will be prevented from being sequentially or simultaneously involved in functions that may inhibit any Conflicts of Interest that may arise from being properly managed. (f) Global Shares shall ensure the ongoing monitoring of business activities to ensure that Global Shares also undertakes ongoing monitoring of business activities to ensure that internal controls put in place remain appropriate. The following schemes for the prevention of any Conflicts of Interest will be put in place: (a) The prevention and/or management of the distribution of confidential or inside information within Global Shares, by the implementation of “Chinese walls”, if necessary, which would control and limit the flow of confidential and/or inside information within Global Shares. The scheme will also ensure the separation of different departments/functions, to prevent or restrict the flow of such information. (b) The prevention and/or management and the safeguard of access to electronic data held by Global Shares. (c) The separation of functions carried out by the same person that may bring about the Conflict of Interests within Global Shares or otherwise. (d) The logging of all gifts and inducements which will monitor the offer of receipt of any benefits. (e) Monitoring and prevention of the external business interests of the Company’s Officers and employees to ensure no conflict with the interests of Global Shares, save for the instances where the board issues the relevant approval. (f) A scheme whereby the risk of conflicting interests arising from the exchange of documents is eliminated. (g) The implementation of a “four-eyes” scheme which will be adopted at all stages and for all relevant functions performed by Global Shares. (h) An Internal Head of Client Asset Oversight is appointed, whose duties will include the monitoring and reporting on all client assets matters to the Board of Directors of the Firm. (i) The Compliance Department’s duties include the carrying out of checks, monitoring and reporting all of the above to the Board of Directors of the Firm. (j) Employee systems access limited to relevant client information only, to eliminate the risk of a Conflict of Interest (k) Staff providing services to only one entity within the group and having defined roles. When a Conflict of Interest arises concerning a client, Global Shares will make a disclosure to the client in accordance with the MiFID Regulations. Global Shares will disclose the general nature and the source of the Conflict of Interest before undertaking business on the client’s behalf. Such disclosures, which apply irrespective of the categorisation of the client, should: Specifically describe the conflict Explain the general nature and/or source of the conflict Explain the risks that arise to the client as a result of the conflict Note the steps taken to mitigate the risks Be made in a durable medium Include detail sufficient for the client to make an informed decision on whether to proceed with the service giving rise to the conflict of interest Clearly state that the organisational and administrative arrangements established by the Firm to prevent or manage that conflict are not sufficient to ensure that the client’s interests will be protected. The description of the conflict should also take into account the nature of the clients to whom the disclosure is made. Recording and Disclosure of Conflicts The Compliance Officer maintains a Register of Conflicts of Interests. The Register will inter alia contain any actions taken to address the conflict, the value of the conflict and if applicable the client or supplier it relates to. Where Global Shares becomes aware of a Conflict of Interest, it will disclose this conflict to a Client, before the Client performs any further actions for investment. Global Shares may also choose not to disclose the conflict to the client, if reasonably that disclosure is not the appropriate action to take to manage the conflict and that not to do so would be within the legal obligations on the Firm. In this case, Global Shares may choose to not proceed with the transaction or any other issue which gives rise to the conflict. Should a client that does business with one group entity be offered services from another group entity, full disclosure of the group relationship should be made so that the client may be aware of any benefit to the firm as a group and any impact it may have on the client. Gifts and Entertainment Global Shares employees must disclose any gifts received from clients and gifts given to clients. Gifts must be recorded in the gift register. A valid business reason must be given for giving or receiving gifts. Approval must be sought from the CEO for receiving gifts with a value over €100. If such a gift is declined, it still must be recorded in the register. Political Contributions Political contributions by Global Shares to politically connected individuals or entities with the intention of influencing such individuals or entities for business purposes are strictly prohibited. Roles and Responsibilities All Global Shares employees must advise their manager and the Head of Compliance of potential Conflict of Interest situations promptly, and in any event no later than 30 days from the date of becoming aware of the conflict, or in the case of a previous notification, any new information must be disclosed as soon as is practically possible. The Head of Compliance must ensure that all reasonable steps and efforts are made to identify conflicts and that conflicts are managed appropriately. The identification of Conflicts of Interest is the responsibility of ALL employees Employee Disclosure In advance of joining Global Shares, employees must disclose all external business interests and other potential conflicts including: Directorships or partnerships and details of companies in which they have an interest or holding; Any personal relationships with employees of Global Shares; and Positions, business interests or relationships that would or could conflict with their principal employment with Global Shares. In addition, employees have an on-going obligation to seek approval from the Risk & Compliance Officer, if they propose to become involved in or to accept an appointment in any of the activities described above. Intra Group Relationships As the Global Shares Group grows Global Shares’ individual companies will remain mindful to limit system access and sharing of information in the various entities to their relevant clients only to eliminate the risk of Conflicts of Interest. Should a client that does business with one group entity be offered services from another group entity, full disclosure of the group relationship should be made, so that the client may be aware of any benefit to the firm as a group and any impact it may have on the clients Any officer appointments to a Global Shares Group Company must be approved by the board of directors of Global Shares Plc. Global Shares provides execution only and administration services rather than advisory services for Share Plans, it significantly reduces the opportunity for Conflicts of Interest. Nevertheless, all staff must remain alert to any conflicts that may arise during their work. Reporting & Review Material Conflicts of Interest will be escalated by the Risk & Compliance Officer to Senior Management, the Risk & Audit Committee and/or the Board of Directors. The conflicts of interest policy is to be reviewed at least annually and all appropriate measures must be taken by the Firm to address any deficiencies. The Firm must keep and regularly update a record of investment services and activities likely to give rise to conflicts of interest and senior management must receive a written report, at least annually, where conflicts of interest have arisen. Order Recording Policy Overview This is Global Shares Execution Services Limited’s (“Global Shares” or the “Firm”) Order Recording Policy. The purpose of this policy is to outline how Global Shares complies with its statutory obligations. When clients of Global Shares place an order with Global Shares, they agree to the terms of this Order Recording Policy. Under the EU Markets in Financial Instruments Directive 2014/65 EU (‘MiFID II’), Global Shares is required to have an Order Recording Policy. The purpose of this document is to provide retail and professional clients with information on this Policy. Global Shares must establish, implement and maintain an effective policy appropriate to the size and organisation of the Firm, and the nature, scale and complexity of its business to record: telephone conversations; electronic communications, set out in writing; and face to face meetings. The policy must include, inter alia, the identification of the telephone conversations and electronic communications, including the relevant internal telephone conversations and electronic communications subject to the recording requirements. In response to this it is Global Shares’ policy that in principle, calls and communications with the client and with external executing brokers and internal conversations and communications that result or could result in a client transaction should be recorded. Where the relevant communication is face to face, then the Firm should capture all the main points of the full conversation that are relevant to the relevant order. Recording of Calls Global Shares will record all telephone calls made from outside the Firm to the Firm’s telephone numbers. By making a telephone call to the Firm or to any Global Shares telephone number, the caller consents to the call being recorded for regulatory, training, quality assurance and other related purposes. All incoming calls to a Global Shares telephone number will commence with a pre-recorded message advising the caller that the call will be recorded. All outgoing and internal calls which are commenced from a Global Shares telephone number will be recorded. In the case of outgoing calls, the caller should advise the recipient of the fact that the call will be recorded. It is not necessary to advise the recipient of this for internal calls. Use of Mobile Phones It is Global Shares policy that employees of Global Shares should neither make nor receive calls which that result or could result in a client transaction or which form part of a client transaction on their mobile telephones. If an employee of Global Shares received such a call on a mobile phone, that employee should politely terminate the call having indicated that the caller should call on a recorded Global Shares telephone line. Face to Face Meetings It is Global Shares policy that any meeting or face to face discussion which results or could result in a client transaction or which form part of a client transaction should be recorded in a written note which is prepared either contemporaneously or shortly after the meeting or discussion concerned. The note should accurately and adequately summarise the meeting. That note may be prepared electronically or in paper form and must be stored on Global Shares facilities. Global Shares Execution Services Limited , is regulated by the Malta Financial Services Authority (“the MFSA”). For further information please contact +353 23 8833062. RTS 28 Disclosure As part of the MiFID2 best execution requirements Global Shares is required to publish on its website the top five execution venues and information on the quality of execution obtained. Please see below a report on the top five counterparties used and a qualitative assessment from the monitoring on the quality of the execution. RTS ANNEX 28 DISCLOSURE Class of Instrument Equities – Shares & Depositary Receipts (Tick size 1&2) Notification if < 1 average trade per business day in the previous year. N Top five investment firms ranked in terms of trading volumes (descending order) Proportion of volume traded as a percentage of total in that class Proportion of orders executed as a percentage of total in that class Percentage of passive orders Percentage of aggressive orders Percentage of direct orders RBC Europe Limited-TXDSU46SXBWIGJ8G8E98 36.73% 69.76% 69.76% 0.00% 0.00% Winterflood Securities Limited- 8BRUP6V1DX3PIG2R0745 22.40% 7.13% 7.13% 0.00% 0.00% SMBC Nikko – 549300HIK4TTS0OCL437 14.52% 11.04% 11.04% 0.00% 0.00% Numis Securities Limited – 213800P3F4RT97WDSX47 6.33% 2.72% 2.72% 0.00% 0.00% BNP PARIBAS – R0MUWSFPU8MPRO8K5P83 5.57% 0.46% 0.46% 0.00% 0.00% Class of Instrument FX Top five investment firms ranked in terms of trading volumes (descending order) Proportion of volume traded as a percentage of total in that class Proportion of orders executed as a percentage of total in that class Percentage of passive orders Percentage of aggressive orders Percentage of direct orders CIBC 4.80% 4.80% 0.00% 0.00% 0.00% HSBC France F0HUI1NY1AZMJMD8LP67 95.20% 95.20% 0.00% 0.00% 0.00% Quantitative Report QUALITATIVE ASSESSMENT This assessment contains a summary of the analysis and conclusions Global Shares have drawn from its monitoring of the quality of execution. RTS 28, Article 3(3) Reference An explanation of the relative importance the firm gave to the execution factors of price, costs, speed, likelihood of execution or any other consideration including qualitative factors when assessing the quality of execution. The primary factor in the assessing the quality of execution is determined in terms of the total consideration of the trade, representing the price of the financial instrument and all costs and expenses relating to the execution (such as execution venue fees, clearing and settlement fees and any other fees paid to third parties involved in the execution of the order). A description of any close links, conflicts of interests, and common ownerships with respect to any execution venues used to execute orders There are no close links, conflicts of interests or common ownership with respect to any of the counterparties used to execute orders. A description of any specific arrangements with any execution venues regarding payments made or received, discounts, rebates or non-monetary benefits received. GSESL does not have any arrangements with execution venues other than their standard execution terms and commissions with brokers. An explanation of the factors that led to a change in the list of execution venues listed in the firm’s execution policy, if such a change occurred. GSESL does not undertake direct market access. GSESL utilises brokers to access market venues therefore this is inapplicable. An explanation of how order execution differs according to client categorisation, where the firm treats categories of clients differently and where it may affect the order execution arrangements. All clients of GSESL are categorised as retail clients and as such GSESL does not need to differentiate on client category when executing client orders. An explanation of whether other criteria were given precedence over immediate price and cost when executing retail client orders and how these other criteria were instrumental in delivering the best possible result in terms of the total consideration to the client. In some instances, liquidity of the security is taken into consideration when executing the order and therefore the immediate price and cost may be considered in the context of obtaining the best execution. An explanation of how the investment firm has used any data or tools relating to the quality of execution, including any data published under Commission Delegated Regulation (EU) 201575 [RTS 27] GSESL utilises software provided by a third-party provider, to monitor best execution on an automated basis. Where applicable, an explanation of how the investment firm has used output of a consolidated tape provider established under Article 65 of Directive 2014/65/EU Not applicable. 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