AML document

The anti-money laundering and counter-terrorist financing policy (hereinafter – the Policy) of UAB “Baltic Capital Partners” (hereinafter – the Company) is designed to ensure that:

The Policy has been drawn up in accordance with:

Close associate:

Close family members – a spouse, a person with whom a registered partnership has been entered into (hereinafter – cohabiting partner), parents, brothers, sisters, children and their spouses, and the cohabiting partners of children.

Person – a natural or legal person of the Republic of Lithuania or a foreign state.

Responsible person – a person appointed by the Company’s director who is responsible for the implementation of the anti-money laundering and/or counter-terrorist financing measures set out in this Policy in the Company’s operations;

Company – UAB “Baltic Capital Partners”, company registration number 306386946, registered office at Konstitucijos pr. 7, Vilnius.

Business relationship – a commercial relationship between a client and the Company relating to their professional activities, which is intended to continue for a certain period of time.

Employee – any employee, service provider or partner of the Company who works directly with the Company’s clients.

FNTT – the Financial Crime Investigation Service under the Ministry of the Interior of the Republic of Lithuania.

Suspicious financial transaction or deal – a financial transaction or deal involving assets which are suspected of having been obtained, directly or indirectly, from or through criminal activity and/or are suspected of being linked to terrorist financing.

Customer – a natural or legal person who uses the services provided by the Company.

Beneficial owner – a natural person who is the owner of, or exercises control over, a customer (a legal person or a foreign company), and/or a natural person on whose behalf a transaction or activity is carried out. The following are considered beneficial owners:

in the case of a legal person:

A financial transaction – any payment, transfer or receipt of money.

Money laundering:

Politically Exposed Persons (PEPs) – natural persons who hold (or have held within the last 12 months) important public functions, and their close family members or close associates.

AML/CFT Act – the Law on the Prevention of Money Laundering and Terrorist Financing of the Republic of Lithuania.

Significant public functions – functions in the Republic of Lithuania, the European Union, or in international or foreign institutions:

Terrorist financing – an act which constitutes a criminal offence under Article 2 of the International Convention for the Suppression of the Financing of Terrorism of 9 December 1999;

Third country – a financial institution supervised by competent authorities, another obliged entity, or a financial institution or other obliged entity registered in a Member State or a third country, meeting the following requirements:

A third country is a country that is not a Member State

Member State – a country that is a member of the European Union or the European Economic Area;

Senior manager – an officer or employee holding a sufficiently senior position, possessing sufficient knowledge of the money laundering and/or terrorist financing risks faced by the institution or undertaking, and responsible for taking decisions that may affect those risks.

Other terms not defined in this section of the Policy shall be understood as defined in the PPTFPĮ.

The Company must take measures to identify the customer and the beneficial owner in the following cases:

A company employee must provide the customer – or, if the customer is a legal entity, the customer’s director or authorised representative – with a customer questionnaire to complete, which requests the information necessary to establish the identity of the customer and the beneficial owner. Once the client or their representative has completed the questionnaire, the employee checks that all fields have been filled in. If any fields are left blank or the answers in certain fields are unclear or vague, the employee must ask for the information to be provided or clarified. The questionnaire completed by the customer is used in the process of identifying the customer and the beneficial owner and assessing the risks posed by the customer and the beneficial owner. The purpose of providing the questionnaire to the customer for completion is to gather as much information as possible about the customer, their business partners, the origin of their assets and funds, the business relationships they are developing, and the scope of these relationships.

In all cases where the Company suspects that a client is not acting on their own behalf, the Employee must take all appropriate, targeted and proportionate measures to determine whether the customer is acting on their own behalf or is being controlled, and to identify the beneficial owner, as well as, if the customer is acting through a representative, the identity of the customer’s representative. To this end, the Employee must ask questions not only directly about beneficial owners and shareholders, but also about the business model, its operation, future plans and planned investments. If an Employee notices that the person with whom they are communicating does not know the answers to some of the questions relating to the conclusion of the contract, the information required for its 5 conclusion, or lacks sufficient knowledge to substantiate the answers provided, must inform the Company’s director of this and take action agreed with the director to further verify the beneficiary’s identity.

When verifying the identity of the client and the beneficial owner, the employee must request from them documents and other data on the basis of which the Company can understand the management structure and nature of the business of the client, which is a legal entity, as well as obtain information regarding the purpose and intended nature of the client’s business relationship, and verify the identity of the client and the beneficial owner.

In all cases where the identity of the customer and the beneficial owner is established, a Company employee must verify them on the basis of documents, data or information obtained from reliable sources and monitor the business relationship. To ensure that the documents, data or information provided at the time of establishing the identity of the customer and the beneficial owner are appropriate and up to date, they must be reviewed and updated on a regular basis

Employees are prohibited from entering into business relationships where they are unable to meet the requirements set out in this paragraph:

If a customer evades or refuses to provide the Employee, at the Employee’s request and within the specified time limits, with information regarding the origin of funds or assets, or other additional data, an Employee of the Company may initiate the suspension of business relations with the client until the requested information is provided, or the termination of business relations with the client, by informing the Director of these circumstances. The decision to suspend or terminate business relations with the client is taken by the Director. Where a customer maliciously fails to provide the requested information, evades providing information on the origin of funds and assets, or provides false information, the director shall decide to terminate the business relationship with the customer

An employee must immediately re-verify the customer’s identity by applying enhanced customer due diligence in the following cases:

If it transpires that a customer has provided information to establish their own identity or that of a beneficiary whilst knowing it to be incorrect, or if a customer conceals information, the Employee must ascertain the reasons why the incorrect information was provided and immediately inform the Company’s director of these circumstances. The Company Director must analyse the information provided within 2 (two) working days and, having established that the client’s actions may have 6 involved attempts to conceal certain information with a view to carrying out unlawful activities, report this client and their actions to the FNTT.

Information regarding clients whose identity is established in accordance with the provisions of Chapter 6 of the Policy, and the beneficial owners of such clients, must be updated at least every 2 (two) years.

If it is established that the beneficial owner is a natural person other than that specified in clause 3.10 of the Policy, the Employee must inform the Director thereof. Business relations with such clients shall only be commenced upon receipt of the Director’s approval.

The Company shall not be liable to the client for failure to fulfil contractual obligations or for any loss or damage arising from the non-execution of the client’s financial transactions or deals, if the Company failed to execute the client’s financial transactions or deals for the reasons specified in this Policy.

When verifying a customer’s identity in person, staff shall require the customer – a natural person – to present an identity document issued by the Republic of Lithuania or a foreign state, or a residence permit for the Republic of Lithuania, or the Directive of the European Parliament and of the Council of 20 December 2006 Directive 2006/126/EC of the European Parliament and of the Council on driving licences (recast), issued in a European Economic Area country and containing the following data confirming his identity (hereinafter referred to as an identity document): first name(s), surname(s), personal identification number (for a foreign national – date of birth (if available – personal identification number or other unique sequence of characters assigned to that person for identification purposes), the number and period of validity of the residence permit in the Republic of Lithuania, the place and date of issue (applicable to foreign nationals), a photograph, a signature (except where this is not required in the identity document), nationality (except where this is not required in the identity document); if the person is stateless, the country that issued the identity document. Where the identity document does not specify the customer’s nationality, a Company employee, when verifying the identity of a customer who is a natural person in their physical presence, must request details of the customer’s nationality.

Where the customer is a legal entity represented by a natural person, or where a natural person is represented by another natural person, the identity of these representatives shall be verified in the same way as that of a natural person acting as a customer. The customer must also provide information about the head of the legal entity: the head’s first name, surname, personal identification number (for a foreign national – date of birth (if available, the personal identification number or other unique sequence of characters assigned to that person for identification purposes), nationality (if the person is stateless, the country that issued the identity document).

Staff shall require the client – a legal person – to provide identity documents containing the following details: name, legal form, registered office, address of actual business operations, code (if assigned), registration extract and its date of issue, details of representatives acting on behalf of the legal entity under a power of attorney, as specified in clause 4.2 of the Policy, the legal entity’s types of activity, the purposes and subject matter of the business relationship, and the nature of its economic and commercial activities.

The Company is entitled to obtain the documents, data or information necessary to verify the identity of the customer and the beneficiary, as specified in clauses 4.1 to 4.3 of the Policy, directly from government information systems or registers, and not to require the customer to submit these documents, data or information, provided that the customer confirms the Company’s documents, data or information obtained directly from state information systems or registers with a signature (including a qualified electronic signature). A Company employee may not require the customer to sign documents, data or information received by the Company directly from state information systems or registers with a signature if such documents, data or information do not differ from documents, data 7 or information previously confirmed by the client’s signature, if the documents, data or information obtained from state information systems or registers concern the head of a legal person, and also if such documents, data or information are obtained from the Population Register of the Republic of Lithuania, and where such data are certified by the signature of a state institution.

When commencing the customer identification process, where the customer is a natural person or a representative of a legal person and is physically present during the identification process, the Employee must:

If the client is a legal entity represented by a natural person, or if a natural person is represented by another natural person, the employee must request a power of attorney from them and verify its validity (i.e. the right of the person issuing it to issue such a power of attorney), the duration of the power of attorney, and the actions specified in the power of attorney (the power of attorney must comply with the requirements of the Civil Code of the Republic of Lithuania; it must specify the date of issue and be certified by the legal entity’s seal, if the legal entity is required to have a seal; a power of attorney issued abroad must be legalised or certified by an apostille).

To establish identity, the originals of the documents or copies of these documents certified by notaries, consular officials of the Republic of Lithuania or other state institutions must be submitted.

If a client who is a legal entity is represented by another legal or natural person and the grounds for such representation are set out in the client’s founding documents, the Company’s employees must verify the document appointing the person to the relevant governing body of the client and review the relevant section of the client’s founding documents (articles of association, etc.) confirming such facts, or review an extract from the register confirming that the person is authorised to act on behalf of the client.

Whenever a business relationship with a client is established, the Company’s employees are required to inform the client of their obligation to notify the Company immediately in writing of any revocation, expiry or change in the scope of their representative’s authority. Until such information is provided to the Company, the representative’s powers of attorney shall be deemed not to have expired, unless the Company knew or ought to have known of the revocation, expiry or change in the scope of the client’s representative’s powers of attorney.

The Company may verify the identity of the client and the beneficial owner where the identity of the client and the beneficial owner is verified without their physical presence and using electronic means that allow for live video transmission in one of the following ways:

When verifying the identity of the customer and the beneficiary in the cases specified in clauses 5.1.1. to 5.1.3. of this Policy, the Company must comply with the following conditions:

When verifying the identity of the customer and the beneficial owner in accordance with Section 5 of the Policy, Employees must take the measures set out in Section 4 and establish and verify the identity of both the customer and the beneficial owner, use additional data, documents or information to establish the identity of the customer and the beneficial owner, which would allow them to verify the authenticity of the customer’s identity and check whether there are circumstances requiring enhanced customer identification.

The Company may engage third parties and utilise the technological solutions they offer to verify the customer’s identity without the customer being physically present. In such cases, the Company ensures that all information collected during the verification of the customer’s and beneficiary’s identity is transferred to the Company and stored in the customer’s file.

When verifying the customer’s identity, the Company may also use the services of third parties and the information they provide. Before verifying the identity of the customer and the beneficial owner based on information from third parties, the Company must ensure that:

the client’s identity has been verified by the third party in one of the following ways:

The Third Party shall, upon the Company’s request, immediately provide all requested information and data required to comply with the requirements for identifying the Customer or Beneficiary set out in the PPTFPĮ and the Policy;

The Third Party, upon request by the Company, shall immediately provide copies of documents relating to the identification of the customer or beneficiary, and other documents relating to the customer or beneficiary, which are required to be held in accordance with the requirements for identifying the customer or beneficiary set out in the PPTFPĮ and the Policy.

When selecting a third country whose information will be relied upon to identify the customer and the beneficial owner, the Company takes into account the fact that the responsibility for complying with the requirements of the PPTFPĮ and the Policy regarding the identification of the customer orbeneficial owner lies with the Company.

When verifying the identity of a customer, the beneficial owner must be identified in all cases. Identifying the beneficial owner in all cases means identifying a natural person or a group of natural persons.

When verifying the identity of the beneficial owner, where the identity of both the customer and the beneficial owner is verified in the customer’s physical presence, employees must request the following identity details from the customer and the beneficial owner: first name(s), surname(s), personal identification number (for a foreign national – date of birth (if available – personal identification number or other unique sequence of characters assigned to that person for identification purposes, number and expiry date of the residence permit in the Republic of Lithuania, place and date of issue), nationality (if the person is stateless – the country that issued the identity document).

Employees verify the documents and information provided by the client regarding the beneficiary, based on documents, data or information obtained from a reliable and independent source. Such actions by the Employee also include requesting the customer to specify public sources where information about the beneficiary could be verified.

The client confirms the accuracy of the data provided by their signature and/or seal (if they are required to have a seal under the legislation governing their activities).

If the customer’s identity is established without the customer being physically present, the customer (if a natural person) or the representative of the customer (if a legal person) must provide the information about the beneficial owner specified in clause 6.2 of the Policy.

The company is required to collect and, upon request by the FNTT, provide the following information about the beneficiary:

The identity of the beneficial owner must be established before the completion of the customer identification procedure.

When establishing the identity of the beneficial owner, additional information must be obtained from the Information System on Participants in Legal Entities (JADIS), from which data on that client’s beneficial owners must be retrieved. The company also has the right to access other state information systems and registers in which data on participants in legal entities is stored. If a discrepancy is identified between the information on the beneficial owners of a client – a legal person – provided in the Information System on Participants in Legal Entities (JADIS) and the information held by the company regarding the beneficial owners of the same client, the employee must notify the client of this and suggest that they provide accurate information about their beneficial owners to the administrator of the Information System on Participants in Legal Entities (JADIS). Until the information provided by the client matches the information published in the Information System of Participants in Legal Entities (JADIS), or if the Information System of Participants in Legal Entities (JADIS) contains no data on the client’s beneficial owners, business relations with the client shall not be initiated

Prior to the customer identification procedure, the Employee checks whether there are circumstances requiring enhanced customer identification

Enhanced customer identification is carried out:

When carrying out enhanced customer due diligence in business relationships with politically exposed persons, the Employee must:

When a politically exposed person ceases to hold a prominent public position, the Company must continue to take into account the risk posed by that person for a period of not less than 12 months and apply appropriate measures tailored to the level of risk until it is established that the person no longer poses the risk characteristic of politically exposed persons.

A company implementing the requirements set out in this chapter shall be entitled to receive from the Chief Official Ethics Commission the available data on politically exposed persons (influenced) who have been entrusted with important public duties in the Republic of Lithuania, who are required by law to declare their public and private interests, and whose declaration data is public. You can carry out a check by clicking on this link https://pinreg.vtek.lt/app/.

When applying enhanced customer due diligence in transactions or business relationships with natural persons residing in high-risk third countries as defined by the European Commission, or with legal entities (or their beneficial owners) established there, the Employee must:

When applying enhanced customer due diligence in cases where transactions or business relationships are conducted with natural persons residing in high-risk third countries identified in the lists published by the Financial Action Task Force on Money Laundering and Terrorist Financing of countries with serious deficiencies regarding the prevention of money laundering and/or the prevention of terrorist financing and the prevention of these offences, as well as in cases where the Company’s risk assessment and management procedures identify a higher risk of money laundering and/or terrorist financing, The employee shall take one or more additional measures to verify the identity of the customer and the beneficial owner in order to mitigate the emerging risk and must:

When determining whether there is an increased risk of money laundering and/or terrorist financing, the Company’s employees must assess at least the following factors:

customer characteristics:

characteristics of the product, service, transaction or service delivery channel:

territorial characteristics:

Simplified customer identification is carried out in the cases provided for in Article 15 of the PPTFPĮ.

When applying simplified customer identification, the Company:

collects the following data:

ensures that the client’s first payment is made from an account held with a credit, payment or electronic money institution, where the credit, payment or electronic money institution is registered in a Member State of the European Union or in a third country that has established requirements equivalent to those of the AML/CFT legislation, and the competent authorities supervise its compliance with these requirements.

The Company shall not apply simplified customer due diligence where the circumstances set out in Section 7 of this Policy apply, in which case enhanced customer due diligence must be carried out.

If, in the course of ongoing monitoring of a customer’s business relationship, it is determined that the risk of money laundering and/or terrorist financing is no longer low, the Company must take the measures set out in this Policy and establish and verify the identity of both the customer and the beneficial owner.

An FNTT employee shall submit a report containing information on suspicious financial transactions or deals by email. The employee must provide the FNTT with:

Employees must, without delay and no later than within 1 working day of such knowledge or suspicions arising, notify the director and the FNTT if they know or suspect that any amount of funds has been obtained directly or indirectly from a criminal offence or through participation in such an offence, as well as if they know or suspect that the funds are intended to support one or more terrorists or a terrorist organisation.

Company employees who determine that a customer is carrying out a suspicious financial transaction, regardless of the amount of the transaction, must suspend that transaction and, no later than within 3 working hours of the suspension of the transaction, report the transaction to the director, who shall then inform the FNTT.

Employees who receive information that a customer intends to or is attempting to carry out a suspicious financial transaction must immediately inform the director, and the director must inform the FNTT.

Upon receiving a written instruction from the FNTT to suspend suspicious financial transactions or deals carried out by a customer, the company must suspend such transactions or deals for up to 10 working days from the time specified therein or from the moment specific circumstances arise.

If, within 10 working days of the submission of the notification or receipt of the instruction, the Company is not required to comply with the temporary restriction of ownership rights in accordance with the procedure laid down in the Code of Criminal Procedure of the Republic of Lithuania (hereinafter referred to as the Code of Criminal Procedure), the financial transaction or deal must be resumed. Prior to the expiry of this period, financial transactions may only be resumed upon written instruction from the FNTT.

Upon receipt of a notification from the FNTT that a suspicious financial transaction carried out by a customer must be completed, the Employee shall immediately take steps to lift the suspension of the suspicious financial transaction

The Company must provide the information requested by the FNTT within 1 working day of receiving the request

The Company classifies Customers into the following groups:

The Company’s customers are classified as posing a medium risk of money laundering and/or terrorist financing, except in cases where:

A customer is assigned to a risk group following an assessment based on the criteria set out below:

Based on the number of points scored, the customer is assigned to this risk group:

Criteria according to which (if at least one criterion is met) a Customer is considered to pose a high risk of money laundering and/or terrorist financing:

The Company must maintain a register of suspicious financial transactions or deals and the dispatch of reports thereon to the FNTT (Appendix No. 1). Data shall be entered into the register in chronological order, based on documents confirming the financial transaction or deal, contracts confirming the conclusion of transactions, or other legally binding documents relating to the execution of financial transactions and/or the conclusion of transactions, immediately, but no later than within 3 working days of the execution of the financial transaction or the conclusion of the transaction.

The Company must maintain records of customers with whom transactions or business relationships have been terminated under the circumstances specified in clause 3.8 of the Policy or other circumstances related to breaches of the anti-money laundering and/or counter-terrorist financing procedures (Appendix No. 2). Data shall be entered into the register in chronological order no later than within 3 working days of the occurrence or discovery of the specified circumstances.

Data from the registration logs shall be retained for 8 years from the date of the conclusion of transactions or business relations with the customer

Copies of documents confirming the customer’s identity, details of the beneficiary’s identity, other data obtained during the customer identification process, and documents relating to accounts and/or contracts (original documents or documents in electronic form, reports stored in electronic form in accordance with the Procedure for the Selection of Paper Documents and their Storage in Electronic Form) must be retained for 8 years from the date of the conclusion of transactions or business relations with the customer.

Correspondence relating to business relations with the client must be retained for 5 years from the date of the conclusion of the transactions or business relations with the client, on paper or in electronic form.

Retention periods may be extended for a further period of no more than 2 years where there is a reasoned instruction from the competent authority

Documents confirming a financial transaction or transaction, or other legally binding documents relating to the execution of financial transactions or the conclusion of transactions, must be retained for 8 years from the date of the financial transaction or the conclusion of the transaction.

Employees are prohibited from informing the customer or other persons that information regarding the customer’s financial transactions or concluded transactions, or the investigation conducted in relation thereto, has been submitted to the FNTT.

The Company’s director shall, by his or her decision, appoint a Responsible Person for the prevention of money laundering and terrorism financing, who shall implement the measures for the prevention of money laundering and/or the financing of terrorism set out in the Policy. In the event that the Company’s director does not appoint a Responsible Person or the Responsible Person is unable to perform their functions, the Company’s director shall be deemed to be the Responsible Person.

The Responsible Person’s duties include:

Before appointing a Responsible Person, the Company’s manager assesses their competence, work experience and qualifications in the field of money laundering and terrorist financing, their level and nature of education, professional development, the nature and duration of their professional activities or work experience, and other factors that may influence the person’s competence. The head of the Company shall ensure that the Responsible Person’s functions are properly segregated to avoid conflicts of interest that increase or may increase the risk of money laundering and terrorist financing.

The responsible person shall have the right to receive and access all information necessary for the performance of their duties, including access to all information relating to customers, their representatives and beneficiaries, and to information regarding all financial transactions carried out by the Company and its customers.

The responsible person shall ensure that, upon receipt of a request from the FNTT, the information requested is provided immediately, but no later than within 14 working days of receipt of the request (in cases where the PPTFPĮ sets shorter deadlines for providing information to the FNTT, such information must be provided within those shorter deadlines)

The responsible person shall ensure that the Policy and other Company measures for the prevention of money laundering and terrorist financing are reviewed at least once a year and updated as necessary.

The responsible person shall periodically, but at least once a year, submit a report on the implementation of anti-money laundering and counter-terrorist financing measures to the Company’s director, providing information on at least:

Money laundering and terrorist financing risk management, which includes:

If Company employees suspect that a Financial Transaction may be suspicious or discover other possible signs of money laundering and/or terrorist financing, they must immediately inform the Responsible Person.

Employees who breach the requirements of the Policy and the legislation referred to in clause 1.2 of the Policy shall be liable in accordance with the law.

All Company employees to whom this Policy may be relevant must be made aware of it and must comply with it.

This Policy is approved by the Company’s Director. This Policy may be repealed, amended or supplemented only by a decision of the Company’s Director. The Policy or any amendments thereto shall come into force on the date of the Company’s Director’s decision, unless the Director’s decision specifies a different date of entry into force.

Appendix No. 1 – Client questionnaire.

Appendix No. 2 – Simplified Client Questionnaire