Conflict of Interest Policy

Purpose

This Conflict of Interest Policy sets out the principles and procedures for identifying, addressing, and managing conflicts of interest in the operations of Crisscross Tech (Pty) Ltd (referred to as Crisscross), with registration number 2022/812239/07, a private company duly incorporated in accordance with the laws of the Republic of South Africa.

In terms of Section 3A(2)(a) of the General Code of Conduct every provider, other than a representative, must adopt, maintain and implement a Conflict of Interest Management Policy that complies with the provisions of the Act.

  1. Key Individuals and persons associated with the governing body of the Financial Services Provider (FSP) must confirm that they adopt this policy by signing the document below.
  2. Employees must read and confirm that they understand the contents of the policy by signing the personal acknowledgment page. Crisscross has implemented this digitally.
  3. The policy will be accessible for public inspection purposes.
  4. Refer back to the policy whenever an actual or potential conflict of interest exists.
  5. The policy must be read and understood in conjunction with the General Code of Conduct.
  6. This policy must be reviewed annually.

Scope

This policy applies to all Crisscross employees, directors, consultants, and any other associated parties who may be in a position to influence the company's decision-making in a manner that would adversely affect Crisscross’ clients.

Definition

‘Associate’ (in relation to a juristic person):

  1. If it’s a company, it includes any subsidiary or holding company of that company, or any other subsidiary of that holding company and any other company of which that holding company is a subsidiary.
  2. If it’s a closed corporation registered under the Close Corporation Act, it includes any member as defined in Section 1 of that Act.
  3. If it’s not a company or a closed corporation, it includes any juristic person who would’ve been a subsidiary or holding company of the first-mentioned juristic person, had such a juristic person been a company or had the first-mentioned juristic person and the other juristic been a company.
  4. Means any person in accordance with whose directions or instructions the board of directors of or, in the case where the juristic person isn’t a company, the governing body of the juristic person is accustomed to act.

‘Associate’ (in relation to a natural person):

  1. A person who’s recognised in law or the tenets of religion as the spouse, life partner or civil union partner.
  2. A child of that person, including a stepchild, adopted child and a child born out of wedlock.
  3. A parent or step-parent of that person.
  4. A person who’s recognised in law or appointed by a court as the person legally responsible for managing the affairs of, or meeting the daily care needs of the natural person.
  5. The spouse, life partner or civil union partner of a person referred to above.
  6. Anyone in commercial partnership with that person

‘Conflict of Interest’: The General Code of the FAIS Act defines conflicts of interest as follows in Section 1:

  1. Any situation in which a provider or a representative has an actual or potential interest that may, in rendering a financial service to a client, –
    1. influence the objective performance of his, her or its obligations to that client; or
    2. prevent a provider or representative from rendering an unbiased and fair financial service to that client, or from acting in the interests of that client, including, but not limited to –
      1. a financial interest;
      2. an ownership interest;
      3. any relationship with a third party.

‘Distribution Channel’: Any arrangement between:

  1. a product supplier or its associates, or between a provider or any of its associates in terms of any support or service that’s provided to the provider in rendering a financial service to a client;
    1. two or more product suppliers or any of their associates where the arrangement facilitates, supports or enhances a relationship between the provider and a product supplier; and/or
    2. between two or more product suppliers or any of their associates where the arrangement facilitates, supports or enhances a relationship between a provider and a product supplier.

‘Immaterial Financial Interest’: Any financial interest with a monetary value received in any calendar year by a provider or its associates or representatives from a third party, or an associate of a third party and financial interest for which the broker pays a fair value. The focus is on the immateriality of the financial interest that’s given but is subject to an overall maximum amount of R 1 000.00.

‘Financial Interest’: Any cash, cash equivalent, voucher, gift, service, advantage, benefit, discount, domestic or foreign travel, hospitality, accommodation, sponsorship, other incentives or valuable consideration, other than:

  1. an ownership interest;
  2. training that’s not exclusively available to a selected group of providers or representatives on:
    1. products and legal matters relating to those products;
    2. general financial and industry information; and/or
    3. specialised technology systems of a third party necessary for the rendering of a financial service, but not excluding travel and accommodation associated with the training.

‘Ownership Interest’: Any equity or proprietary interest for which fair value was paid by the owner at the time of acquisition other than equality or a proprietary interest held as an approved nominee on behalf of another person, including any dividend, profit share or similar benefit derived from that equality or ownership interest.

‘Third Party’: Any product supplier, provider, associate of a product supplier or a provider, distribution channel or any person who in terms of an agreement or arrangement with a person referred to above provides a financial interest to a provider or its representatives.

Identification of Conflicts

Employees and associated parties must be vigilant in recognizing situations where:

  1. Their independent judgement on behalf of Crisscross might be affected by personal benefits such as gifts.
  2. Their decisions could lead to personal gain at the expense of the client or the company.
  3. They are involved in multiple capacities within the crypto sector that might be conflicting.

Disclosure

Crisscross will at the first available and reasonable opportunity disclose to a client of any conflict pertaining to that client. The disclosure will include the following information that includes, but isn’t limited to:

  1. measures taken to avoid or mitigate the conflict;
  2. any ownership interest or financial interest, except for an immaterial financial interest that we may become eligible for;
  3. the nature of any relationship or arrangement with a third party that gives rise to a conflict of interest;
  4. sufficient detail about the nature and extent of the relationship that creates or gives rise to the conflict will be disclosed to the client in order for the client to make a reasonable assessment about proceeding with a transaction; and/or
  5. inform the client of the existence of this policy and annually communicate all disclosures.

Management and Mitigation

Upon identification or disclosure of a conflict:

  1. The individual concerned will be required to abstain from participating in the decision-making process related to the conflict.
  2. If appropriate, the individual may be reassigned or given different responsibilities.
  3. A clear and transparent record of how the conflict was dealt with will be maintained.

Training

Crisscross will provide regular training to all its employees and associated parties to ensure understanding, identification, and proper handling of potential conflicts of interest.

Reporting

Crisscross will maintain a Conflict of Interest Register. This register will:

  1. Document all disclosed conflicts.
  2. Illustrate the actions taken to manage them.
  3. Be reviewed annually by senior management to ensure compliance and address any systemic issues.

Breaches

Any breaches of this policy may result in disciplinary action, including termination of employment or engagement. Breaches may also lead to legal consequences under applicable South African laws and regulations.

External Interactions

In interactions with other crypto entities or regulators, Crisscross representatives shall always prioritise the company and its customers’ best interests above any personal considerations. Should a conflict of interest arise, Crisscross shall inform any affected clients of the conflict without delay so as to allow the client to make an informed decision.

Review

This policy will be reviewed annually or more frequently if necessary, to ensure it remains relevant and effective in addressing the risks associated with conflicts of interest.

Acknowledgment

All employees and associated parties are required to read and acknowledge that they have read, understood, and will adhere to this policy.

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