1.1. CITYPRIVE Investors Network will be integrated by individual Investors, Accredited and Non-Accredited, subject to the criteria set out by Law 5/2015 of 27 April, to promote business financing; both professionals (Business Angels) and amateurs (individuals seeking to diversify their investments based on non-financial alternatives), as well as various institutional investors, VCs (i.e. Venture Capital, i.e. Venture Capital Entities, or other types of institutions or legal entities), Family Offices, Companies and Corporations interested in investing in the real estate sector.
1.2. For these purposes, the following shall be considered Accredited Investors, in accordance with all applicable legal provisions:
a. Entrepreneurs who, individually, meet at least two of the following conditions:
I. All items in their assets must be equal to or higher than 1 million euros.
II. Annual turnover must be equal to or higher than 2 million euros.
III. Own resources must be equal to or higher than 300,000 euros
b. Individuals who meet the following conditions (all of them):
I. Annual income must exceed 50,000 euros or their financial assets must exceed 100,000 euros.
II. Request to be considered as Accredited Investors in advance, and expressly waive their treatment as a Non-Accredited Investor.
c. Individuals or legal entities that can provide proof that they have contracted a financial advisory service on wecity's financing instruments by an authorised investment services company.
1.3. Any Investor who does not comply with the provisions of the previous section shall be considered, for all purposes, as a Non-Accredited Investor, and the additional information obligations of section three of this document shall apply.
2.1. Without prejudice to the specific information regarding risks contained in section 7 of this document, it is hereby stated that there is a risk of total or partial loss of the invested capital, a risk of not obtaining the expected cash yield and a risk of lack of liquidity when recovering the investment.
Furthermore, because wecity includes the possibility of financing through the issue of shares, it is reported that there is a risk of shareholding dilution, a risk of not receiving dividends and a risk of not being able to influence the management of the company.
Finally, because wecity includes the possibility of financing through the issue of shares, or other equity, it is reported that there is a risk of dilution of the limited liability company, a risk of not receiving dividends, a risk of not being able to influence the management of the company and a risk of restrictions on free transferability.
2.2. wecity, as a crowdfunding platform, does not hold the status of an investment services company or a credit institution and it is not a member of any investment guarantee fund or deposit guarantee fund.
2.3. Participatory financing projects in wecity are not subject to authorization or supervision by the National Securities Market Commission or the Bank of Spain and, therefore, the information provided by the developers about the projects will not be reviewed said institutions; and in the case of the issuance of securities, it does not constitute a brochure approved by the National Securities Market Commission.
2.4. wecity has adopted organisational measures and resources to minimise the risk of fraud and operational risk. Wecity makes all this information available for the Investors, as well as all the measures adopted in sections 12 and 13 of this document.
2.5. wecity has adopted the relevant measures to avoid conflicts of interest, which are made available to the Investors in section 9 of this document: "Measures for the prevention, detection and resolution of conflicts of interest" .
2.6. wecity has adopted procedures and measures for the submission of complaints and claims by Investors, which may be consulted by accessing section 10 of this document.
2.7. wecity has adopted mechanisms to ensure that, in the event of the Platform ending its activity, it will continue to provide all or part of the services to which it has committed in relation to the crowdfunding projects that have obtained funding, and will continue to take responsibility for the consequences the lack of activation of those services may bring for both investors and developers. All this information can be reviewed in section 11 of this document.
2.8. wecity is subject to all due legal and financial auditing processes, having appointed as auditors: the company GIMENO AUDITORES, S.L.P. , with registered office at Calle Doce de Octubre 5, 28009 Madrid, Tax Identification Code B-85592343, registered in the Madrid Mercantile Registry and registered in the Official Registry of Accounting Auditors (ROAC) under number S1959.
2.9. The fees applicable to Investors and Developers, as well as the contracting procedure and the invoicing method may be consulted in the Particular Conditions and Fees.
2.10. Other information about how wecity works, the listing of Projects or the existence of payment intermediaries will be provided in the following sections of this document and may also be consulted in the General Conditions applicable to Equity Financing Services.
3.1. This crowdfunding platform does not hold the status of an investment services company or a credit institution and it is not a member of any investment guarantee fund or deposit guarantee fund.
3.2. Participatory financing projects are not subject to authorization or supervision by the National Securities Market Commission or the Bank of Spain and, therefore, the information provided by the developers about the projects will not be reviewed said institutions.
3.3. In the case of the issuance of securities, it is not subject to authorization or supervision by the National Securities Market Commission and it does not constitute a brochure approved by the National Securities Market Commission.
3.4. Without prejudice to the specific information regarding risks contained in section 7 of this document, it is hereby stated that there is a risk of total or partial loss of the invested capital, a risk of not obtaining the expected cash yield and a risk of lack of liquidity when recovering the investment.
3.5. Capital invested through the Platform is not guaranteed by the Investment Guarantee Fund or the Deposit Guarantee Fund.
4.1. The process
The Investor registration process is structured in three stages: Reception Stage, Verification Stage and Investment Stage.
4.2. Reception Stage:
In the Reception Stage, all activities are entirely automatic.
The Investor will be able to sign up in the Platform using the registration button on the Website. When creating your account with your email and password the System will generate an Investor Profile with a personal and unique ID.
During the registration process, you will be asked to attach a photocopy of your National Identity Card / Tax Identification number (DNI/NIF/Passport) if the Investor is a natural person, or National Identity Card / Corporate Tax Identification number (NIF/CIF/Passport) and public deeds accrediting its incorporation, or a certificate from the competent Commercial Registry, accrediting these aspects as well as others relating to its current status, if the Investor is a legal entity. If the Investor is an Accredited Investor, said status must be justified by attaching a series of mandatory documents specified in Law 5/2015, of 27 April.
4.3. Verification Stage:
The Verification Stage will begin with the automatic assignment of a Transaction Manager (TM) to each Investor, with whom they will be able to communicate from their profile.
The TM will check that the personal information and documents provided by the Investor are correct. The TM will have to verify your identity by certifying that there are no reports of fraud or suspicious activity linked to your personal data (ID, name and surname, email and telephone number).
The TM will contact the Investor, within a maximum period of 5 days, to inform him/her that all the information provided is correct, or if necessary to request any pending documentation.
In the event that an Investor is considered to be fraudulent, the profile will be blocked in the CRM, leaving the Investor inactive and being added to the list of Blocked Investors.
4.4. Investment Stage:
Once the transaction and the Investor have been verified, the Investment Stage begins. In those cases in which the Investor intends to invest in any project published in wecity, he/she must open an account in the authorised payment entity, Lemon Way, and make a deposit of funds by bank transfer or credit card.
Once the amount has been deposited, it will be blocked until the project is financed or until it ends due to lack of financing. In the latter case, the amount invested shall remain in the Investor's account so that it is available for the Investor's use.
The Investor authorises and grants a mandate in favour of wecity or a third party designated by the latter so that, in accordance with the Financing Agreement signed with the Developer, it may carry out the operational management and issue payment orders against the funds deposited in the electronic wallet opened in the name of the Investor through the payment institution.
5.1. The purpose of the financing of an investor in a project through wecity shall be to enter into a share capital increase in the company developing the project in order to acquire, with the cash received, a single property - whether or not it is subject to a present or subsequent horizontal division.
5.2. Investors may invest in participatory financing projects through:
The issue or subscription of debentures, ordinary and preference shares or other securities representing capital, with the Developer being understood as the company issuing the securities.
The issue or subscription of shares in limited liability companies, in which case the developer shall be understood to be the company issuing the shares.
5.3. wecity shall not assume or cover the financing of projects that involve financing through loans.
5.4. The maximum amount of funds raised per participatory financing project through each of the participatory financing platforms may not exceed 2,000,000 euros, with the possibility of carrying out successive financing rounds that do not exceed the aforementioned amount on an annual basis. When the projects are aimed exclusively at accredited investors, the aforementioned maximum amount may be up to 5,000,000 euros.
6.1. General Investment Risks.
The main risk associated with any type of investment is the total or partial loss of the money invested, as well as the probability that the return obtained will be less than the expected or estimated one. You must proceed from the idea that the higher the estimated profitability of an investment, the higher the risk associated with it. By previously assessing this issue, you will have taken an important step towards becoming informed about an investment opportunity. In this regard, we strongly recommend that you go through the rest of the information in this document.
6.2. Operational risks.
Failures or inadequacies in processes, people or systems may have a substantial impact on an investment. This is the operational risk inherent to every activity in the market. In wecity we have the appropriate technical and organizational security measures in place to minimize the operational risk of our activity and, therefore, also the level of risk for the investors and developers who use our platform. In addition, we have our Customer Protection Regulations, which govern the requirements and procedures of our Customer Service Department to duly address all complaints and claims that you may wish to raise, in order to solve them in a legal and effective manner.
6.3. Risk of inflation.
In a real situation of inflation, with the continued and generalized rise in the prices of products and services in the market, the value loss of money is unavoidable and, therefore, your consumption and purchasing capacity are also reduced. The impact of inflation on any investment is precisely that: the real return on the investment decreases.
6.4. Risks associated to the availability of the invested capital
Before making any investment you should consider the need for availability of the money you plan to invest; will you need it in the short term? Investing entails the possibility that you may not be able to withdraw the invested money whenever you need it, and you will have to be aware of the estimated term for obtaining liquidity from your investment and obtaining the corresponding yield. For further information, please see our General Conditions applicable to Participatory Financing Services.
6.5. Risks associated with investment concentration.
We are not going to tell you whether you should concentrate or diversify your investments - that is your decision - but we do want you to understand the basic rule of diversification in finance. Diversifying, as opposed to concentrating, means multiplying and varying. In the investment world, diversification means spreading out investments, spreading them over a variety of projects and options, thus taking smaller risks, as opposed to concentrating investments in a single project, thus taking a higher risk.
6.6. Systemic market risks.
The real estate market itself, as a specific market, presents a number of systemic risks that you as a real estate investor must be aware of, understand and assume. For example, the evolution of interest rates and credit spreads by financial institutions with regard to the real estate market is a systematic market risk that the investor assumes, with the possibility that changes in rates and spreads may have a negative impact on the value of real estate. Generally speaking, falling rates mean rising yields, and vice versa. Another example of systematic risk in the real estate market is its particular cyclical nature: the real estate market is susceptible to cyclicality, which leads to fluctuations in property values. Previous experience confirms this.
6.7. Risks associated with the political, economic, social and regulatory context.
Risks associated with the political, economic, social and regulatory context.
Changes of government inevitably occur, so you should not fail to pay attention to the evolution of the economic, political, social and regulatory context in which we operate in the market: national and European legislation reforms, criteria of public administrations, the environment, etc. In short, these are factors that can affect the value of the property, the costs of acquiring it and, ultimately, the return that you as an investor can obtain from it.
6.8. Risk of not reaching the financing target.
What happens if the financing target is not reached within the deadline established for this purpose? The Spanish Law for the Promotion of Business Financing allows the established deadline to be exceeded by up to 25%, provided that prior to the investment, the possibility and the circumstances giving rise to such an extension are disclosed. Moreover, if even with the extension of the deadline the financing target is not achieved, the amounts deposited by the investors will be returned. In this case, the Law for the Promotion of Business Financing allows the project to receive financing when at least 90% of the target has been reached, after deducting the participation in the project that the Platform itself may have, and provided that prior to the investment, the possibility and the circumstances giving rise to such a decision are disclosed.
6.9. Corporate risks when issuing securities.
You should always bear in mind the risks and restrictions that your company's own legal framework entails, as well as any limitations that may have been established in the company's agreements or bylaws. In addition, if you have acquired securities, it may happen that your shareholding in the financed company will decrease as a result of successive capital increases.
6.10. Risk of not receiving dividends or other remuneration inherent to trading companies.
The investment does not guarantee that the company financed through the acquisition of shares or participations will obtain dividends or that it will redistribute them among its partners.
In wecity we have set out a series of systematic and codified standards of conduct in our Internal Code of Conduct, in which Investors can find information on the control bodies, general duties, conflicts of interest, communication and information obligations and transaction disclosure
8.1. Definition
Conflicts of interest shall be understood as all those circumstances that constitute or may give rise to a conflict with a potential adverse effect on a client or a group of clients. Conflicts of interest may arise between:
I. The interests of CITYPRIVE or Subject Persons and CITYPRIVE's obligations to one or more clients; and
II. The interests of two or more CITYPRIVE clients with respect to each other.
8.2. Managing conflicts of interest
In compliance with Article 62 of the Law on the Promotion of Business Financing, Subject Persons may not:
I. Perform activities that may give rise to a conflict of interest, make improper use of confidential information or unduly disclose it, nor
II. Make personalized recommendations to Investors on the projects published on the crowdfunding platform.
In particular, CITYPRIVE partners may only advise Investors on the projects published on the platform when they are authorized to provide the financial advisory service referred to in Article 140.g) of Royal Legislative Decree 4/2015 of 23 October, approving the current Consolidated Text of the Securities Market Act, (replacing the previous 63.1.g) of Law 24/1988 of 28 July on the Securities Market) and only if they implement an effective policy on conflicts of interest.
Subject Persons must be aware of and comply with the provisions of CITYPRIVE P.F.P., S.L.'s Internal Code of Conduct, the main objectives of which are:
I.The prior identification of potential conflicts of interest that may arise in the provision of services to customers by CITYPRIVE, and
II. The implementation of measures to manage such conflicts of interest, in order to avoid any harm to CITYPRIVE clients.
8.3. Identification of conflicts of interest
To identify conflicts of interest that may arise, we shall take into account whether CITYPRIVE or the Subject Persons:
I. May obtain a financial gain or avoid a financial loss, at the expense of the client.
II. Have an interest in the outcome of the service provided to the client or the transaction carried out on its behalf, other than the interest of the client.
III. Are engaged in the same trade or business as the client; and/or
IV. Any other interests exist that could cause potential detriment to a client or group of clients in the Platform.
For the purposes described, it will be necessary that the benefit that CITYPRIVE or any of the Subject Persons may obtain leads, (not necessarily simultaneously), to a potential disadvantage for the client; or that the gain to be obtained or the loss to be avoided by a client leads to a lower profit or loss for another client.
CITYPRIVE continuously monitors its policies and procedures. In the event that any conflict of interest not specifically contemplated is identified, the Controlling Body will adapt its policies and procedures to ensure its adequate management.
8.4. Family, economic or professional affiliation
Subject Persons may be affected by potential conflicts of interest by virtue of their family, economic or professional ties or for any other reason, with respect to a specific action, service or transaction. For such purposes:
I. Direct or indirect ownership, or ownership through a controlling position, of 34% or more of the voting rights or capital of a company, provided that it is a company that supplies some kind of service or carries out some kind of work for one of wecity's clients, shall be considered to be an economic relationship.
II. Spouses or individuals with whom they live in an analogous relationship of affectivity, as well as their relatives up to the second degree of consanguinity or affinity, shall be considered as family members with respect to the projects of which they are developers and which are published on the web sites of their respective platforms.
III. Professional relationships refer to any type of relationship for the provision of services or other contractual relationships other than those generated by their positions or jobs in CITYPRIVE; service provision or contractual relationships made by or through the individuals mentioned in the preceding paragraph will be considered as the Subject Person's own services or contractual relationships.
IV. Other relationships will include those of individuals whose relationship with the Subject Person is such that they have a direct or indirect, significant interest in the outcome of the transaction.
Likewise, any relationships other than those expressed above may be subject to potential conflicts of interest if, in the opinion of an external and impartial observer, they could compromise the impartial performance of any of the Subject Persons. In case of reasonable doubt in this regard, the subject persons should contact the Controlling Body in charge of the Internal Rules of Conduct of CITYPRIVE P.F.P., S.L.,
8.5. Reporting potential conflicts to the Controlling Body
Subject Persons must inform the Controlling Body of any situation, with respect to a specific action, service or transaction, that may lead to a conflict of interest. Notifications must be submitted as promptly as possible and, in any case, before the decision that could be affected by the possible conflict of interest is made. Subject Persons must keep the above information updated, notifying any modification or termination of the reported situations.
In the event that they were personally affected by a conflict of interest, Subject Persons shall refrain from interfering in the preliminary acts and decide or, where appropriate, cast their vote, in situations related to the object of such conflict arising, and warn of this to those who will make the corresponding decision.
Subject Persons violate their duty of loyalty to CITYPRIVE if they allow or do not disclose the existence of operations carried out by those individuals with whom there is any link that may breach the rules contained in this Internal Code of Conduct CITYPRIVE P.F.P., S.L..
Also, in case of doubt about the existence of a conflict of interest, Subject Persons are required to bring such a case to the attention of the Controlling Body, as well as the specific circumstances of the transaction subject to a potential conflict, for the determination by the Controlling Body of an appropriate action in this regard.
8.6. Resolving conflicts of interest
Conflicts of interest shall be resolved by the Controlling Body, after meeting and discussing such conflicts with the head of the department where the conflict of interest is located or with the person who directly reports to the Controlling Body, subject to this ICC (Internal Code of Conduct). If it affects several departments, it shall also be settled by the Controlling Body.
The resolution of conflicts of interest shall always be carried out in accordance with the following principles:
I. The obtaining of a financial benefit by CITYPRIVE or the Subject Persons shall not be placed ahead of the clients' interests;
II. Priority must be given at all times to the legitimate interests of clients, acting with diligence, loyalty, neutrality and discretion; and
III. No client, or category of client or other categories, shall be privileged over another or others.
Should a conflict of interest arise and cannot be properly managed in accordance with the above criteria, the situation giving rise to the conflict of interest shall be avoided, or the general nature or source of the conflict of interest shall be disclosed to clients in a fair, clear and non-deceptive manner before acting on the client's behalf so that the client can make an informed decision on the Project or investment.
8.7. Disclosure of potential conflicts of interest
When it is considered that the measures taken are not enough to avoid the risk of a client or group of clients being adversely affected, the client or group of clients must be informed, in a durable medium, of the nature of such conflict and of the other circumstances that will enable them to make a rational decision about the products or services to be hired through wecity.
9.1. Initiation of the procedure
a. The WECITY complaints and/or claims procedure may be carried out in person or by duly accredited representation by Clients, whether Developers or Investors, by electronic means, provided that they allow the documents to be read, printed and stored, and sent to the following email address: atencionalcliente@wecity.com
b. The submitted brief shall contain the following information:
I. Identification of the client (National Identity Card/Tax Id. number/Foreigner Id. number/Passport/Certification of the competent Trade Register, name or surnames or company name, and address) or, where appropriate, of the client's representative (duly accrediting such representation).
II. Reason for the complaint or claim, indicating the department or service of "CITYPRIVE P.F.P, S.L." from which the complaint or claim arises and providing any available documents as evidence.
III. Indication of the email address at which the Client wishes to be contacted with the resolution of the complaint or claim. If nothing is specified, the resolution will be sent to the e-mail address from which the complaint or claim was submitted.
IV. Statement declaring that the Client is not aware that the subject matter object of the complaint or claim is being addressed through an administrative, arbitration or litigation procedure in court.
V. Place, date and signature of the Client, or, if applicable, of the Client's representative.
9.2. Deadline for submission
a. Clients shall have a period of two years to submit their complaints or claims from the date on which the Client becomes aware of the facts giving rise to said complaint or claim.
b. Clients should only submit the complaint or claim once, without requiring its repetition to different bodies in CITYPRIVE.
c. Any complaint or claim that is received by the Client Service after the deadline set out in the preceding paragraph, will not be admitted by it for processing and so will be communicated to the client by email in due course.
9.3. Filing of complaints or claims to the National Securities Market Commission (CNMV)
a. Under no circumstances, the submission of a complaint or claim to CITYPRIVE through the procedures provided herein implies a waiver of the Client's right to file such complaint or claim to the National Securities Market Commission.
b. Clients may only appeal to said supervisory body in the event that CITYPRIVE does not resolve their complaint within the time limit set for this purpose in the following section, or resolving it, do so against them.
9.4. Deadline for the resolution of complaints or claims
a. Complaints and claims received by the Client Service Department must be settled by said Department within a maximum period of two months, from the moment the written complaint or claim is received together, where appropriate, with the corresponding evidence supporting documents.
b. For further information about the requirements and procedures of CITYPRIVE Client Service, we recommend you to read the Regulation for the Defence of the Client of CITYPRIVE P.F.P, SL.
10.1. CITYPRIVE offers a solid administrative and accounting organization as well as adequate internal control procedures and means to ensure the security, confidentiality, reliability and capacity of the service provided through electronic channels.
10.2. In the event of termination of its activity, wecity has mechanisms to continue to provide all or part of the services to which it committed for projects that had been financed.
The Platform is based on software and hardware systems, so it is possible that at certain times during the provision of the service, access to and use of the website may be interrupted due to force majeure causes such as technical failures or problems and other contingencies beyond wecity's control. In such circumstances, wecity works to ensure that the services and functions of the website are always available, and will seek to re-establish the service as soon as possible.
In this regard, within the scope of wecity, the following security measures are taken to prevent the loss of information in situations of unavailability of the service due to causes beyond the control of our Platform:
- Periodic backup copies of databases and servers.
- Back-up copies of the transactions carried out through the platform, with the intervention of the person responsible for the payment gateway.
In the event of permanent termination of wecity's activity due to reasons such as a court order, legal obligation or any other, the contractual relationship between Investors and wecity will be terminated. In any case, with regard to financing projects and Developers, especially for those whose financing target has been reached, the agreements signed by Investors and Developers shall remain in force, and the relationship between both parties shall be governed by the provisions therein. Since wecity provides an intermediation service through its platform, Investors and Developers will have to agree to set up an inter-party communication system to replace the system that the wecity platform had been providing until the interruption of its activity, and wecity cannot be held liable in any way whatsoever.
10.3. wecity works to ensure that the services and functions on the Web Site are always available. However, when you access it, it will be shown to you based on the availability and limitations that apply at any given time.
10.4. Despite wecity's continuous effort to protect the systems and contents included on the Website, to which end it applies the security standards and regulatory compliance inherent to Participatory Financing Platforms, it is not possible to offer full guarantees in relation to any intrusions or loss of information that may occur. Likewise, the absence of viruses or other harmful elements on the Website or on third-party websites that may cause alterations to the User's computer system, both software and hardware, cannot be guaranteed. Therefore, the Client assumes and understands that there are situations that may be beyond wecity's control.
10.5. Equally, wecity is exempt from any responsibility derived from the misuse by the Clients, as well as for the non-fulfilment of the obligations or commitments assumed by virtue of these conditions or any other applicable ones.
11.1. All documents that "CITYPRIVE P.F.P., SL" receives through digital media from its users and clients is digitized and automatically stored on the servers of our two infrastructure providers of computer systems: Amazon Inc. through its A.W.S. service. (Amazon Web Services) and Google Inc. through its Google Cloud service.
In addition, all information is replicated through backup copies and encrypted by highly secure computer algorithms. Access to this information is restricted to authorised personnel only by means of accreditations and validations known only to those people who have previously agreed to safeguard such information.
11.2. All documents that "CITYPRIVE P.F.P., SL" receives physically, on paper or any other material form, will be immediately digitalised by the Department of Information Technology and destroyed within 24 hours, which will guarantee that they are not lost, duplicated or stolen. Once digitalised, information is processed in the same way as the one received directly in a digital form.
11.3. wecity has an independent supplier in charge of verifying the sufficiency of the equipment and computer applications and their proper functioning, as well as guaranteeing the security, confidentiality, reliability and capacity of the service provided by electronic means.
12.1. wecity shall adopt the necessary measures to separate the heads of the company from the other commercial or operational services of the organisation, in order to ensure that they make independent decisions regarding the handling of complaints and claims from the Platform's Clients and to avoid conflicts of interest.
12.2. Neither CITYPRIVE nor its administrators, or its directors, under any circumstances may take any sort of retaliation, sanctions, threats or pressure measures on the holder of the Client Service in order to influence, directly or indirectly, in the direction of the decisions made by the Service in the exercise of their duties.
12.3. In the Project Management stage, the Transaction Manager (TM) will review the Developer's personal or private information. The TM will have to verify his/her identity by certifying that there are no reports of fraud or suspicious activity linked to your personal data (National Identity Card/Tax Id. number/Corporate Tax Id. number/Foreigner Id. number, Name and surname of the administrators, and Corporate Tax Id. number/Tax Id.number, company name, email and telephone number of the Developer)
12.4. The TM will check that the personal information and documents provided by the Investor are correct. The TM will have to verify your identity by certifying that there are no reports of fraud or suspicious activity linked to your personal data (ID, name and surname, email and telephone number).
This Internal Code of Conduct (hereinafter, the " Code") is drawn up in compliance with the rules contained in Law 5/2015 of 27 April, on the promotion of business financing (hereinafter, "Law on the Promotion of Business Financing"). This Code has been approved by the Administration Body of "CITYPRIVEP.F.P., SL" (hereinafter "CITYPRIVE").
This Code regulates the actions and due diligence by CITYPRIVE and all those hereinafter defined as "Subject Persons" on a number of issues, such as:
1. General duties.
2. Processing of Confidential Information.
3. Processing and Management of Conflicts of Interest.
4. Handling of Related Projects.
It is the obligation of all "Subject Persons" that will be defined below, as far as applicable, to know these rules of conduct and ensure their diligent application to the particular role that each of them has to perform in their respective field of action with regard to CITYPRIVE.
According to Article 60.1 of the Law on the Promotion of Business Financing, and for the purposes of this Regulation, both the Developers who publish projects on the website CITYPRIVE and the Investors who invest in such projects shall be considered Clients or Users .
The rules contained in this Code shall apply to the following people:
1. The members of the Administration Body, whether they are natural individuals or legal entities, as well as the natural individuals representing the latter;
2. Managers, employees and agents of CITYPRIVE, and
3. CITYPRIVE partners, in those cases specifically described regarding them.
4. Other people who provide their services to CITYPRIVE and who, at the discretion of the Control Body monitoring compliance with the Internal Code of Conduct (hereinafter the "Control Body"), are temporarily subject to the Code rules due to their participation in a transaction, or knowledge of a transaction, concerning CITYPRIVE.
Hereinafter, all of the above will be referred to as "Subject Persons".
Subject Persons must be aware of, comply with and cooperate in the application of this Code, as well as those aspects of current legislation applicable to Equity Crowdfunding Platforms that affect their specific field of activity. To this end, this Code will be delivered to all Subject Persons, who must declare their awareness and acceptance through the document Annex I - Declaration of awareness and acceptance of the Internal Code of Conduct (ICC).
CITYPRIVE partners will only be required to submit the statement and acceptance described in the preceding paragraph if, due to their nature, they were obliged to do so or whenever they are subject to the application of this Code.
The Control Body shall be constituted by the Sole Administrator or, as the case may be - if the Company adopts the structure of a Board of Directors for its Administrative Body - by the sole CEO or by the Managing Director, if there are several Managing Directors, who is expressly authorised to occupy such position by the Board of Directors. The Sole Chief Executive Officer or the Managing Director, as the case may be, may sub-delegate these functions to a third party.
The Control Body shall be responsible for overseeing the application of and compliance with the rules established in this Code. Likewise, the Control Body shall be responsible for controlling the requested authorisations, consultations and duties of information established in this Code of Conduct.
Other responsibilities of the Control Body are:
1. Identifying the Subject Persons according to this Code of Conduct;
2. Keeping control of Confidential Information, under the terms established in this Code of Conduct;
3. Dealing with any queries made by the Subject Persons in relation to the rules contained in this Code, as well as providing information on the prohibition of certain conducts and the possible sanctions deriving from non-compliance with them; and
4. Other responsibilities expressly assigned herein, as well as any other that may be appropriate to reduce the risk of non-compliance with these regulations.
Subject Persons must comply with the requirements made by the Control Body in order to ensure compliance with the rules established in this Code.
The Control Body shall report, where appropriate, periodically, and at least annually, to the Company's Board of Directors on the state of compliance with the rules set out in this Code.
Information
The Control Body shall inform the Administration Body, and/or the committee appointed by it, of any relevant incidents arising from compliance with the provisions set out in this Code.
At least once a year, the Control Body shall draw up a report addressed to the Administration Body, for analysis, containing an assessment of compliance with this Code of Conduct with a description of the main incidents that have occurred.
Non-compliance
Failure to comply with the provisions of this Code shall be considered a misdemeanour, the severity of which shall be determined by the procedure to be followed in accordance with the provisions in force. Any breach by people affected by this Code who have an employment contract with CITYPRIVE will be considered a case of labour misconduct.
The preceding shall be without prejudice to the liability that may arise from the provisions of Law 5/2015 of 27 April, on the Promotion of Business Financing, and the rules under which it is developed and the civil or criminal liability that in each case is enforceable on the defaulter.
1) General duties
In exercising their duties, Subject Persons shall:
1. Serve the interests of clients in a diligent, neutral and transparent way;
2. Give priority to the legitimate interests of clients, trying to avoid conflicts between the interests of different clients, and/or between the interests of the Subject Persons or CITYPRIVE and the interests of the clients;
3. Refrain from granting privileged treatment to any client when there is a conflict of interest among several;
4. Refrain from granting privileged treatment to any of their own interests over those of clients when there is a conflict of interest between them and the latter;
5. Refrain from misusing or improperly disclosing Confidential Information (as defined below);
6. Refrain from providing personalized recommendations to Investors on the projects published on the crowdfunding platform, notwithstanding that only and exclusively CITYPRIVE, as a Crowdfunding Platform, may advertise and make commercial communications about the projects in the platform, in accordance with the provisions of Article 64 of Law 5/2015 of 27 April, on the Promotion of Business Financing; and
7. Refrain from engaging in parallel or fraudulent activities with clients.
2) Confidential Information
2.1. Concept of Confidential Information
It will be considered as " Confidential Information " any information of a specific nature relating directly or indirectly to CITYPRIVE or any of its clients, which is not public, as well as any information obtained under a professional commitment of confidentiality and which is not public.
2.2 Abstention obligation
Any Subject Person in possession of Confidential Information must refrain from engaging in any of the following actions, directly or indirectly, for their own account or for the account of others:
1. Using such Confidential Information for their own benefit, either directly or by providing it to selected customers or third parties without CITYPRIVE's knowledge.
2. Disclosing or improperly revealing such Confidential Information.
3. Recommending a third party to perform any action based on such Confidential Information.
When in reasonable doubt about whether or not certain information is confidential, Subject Persons should consult the Control Body before engaging in any of the actions described in the preceding items in this section.
Likewise, Subject Persons must safeguard any Confidential Information in their possession, adopting suitable measures to prevent such information from being subject to abusive or unfair use and, if they are aware that such use has taken place, the necessary measures they must find measures to correct the consequences that may have arisen as a result.
The communication of information to service providers or external auditors is exempted from the above prohibitions when the information is necessary for the exercise of their functions, or in the legally appropriate cases or when the Control Body, on the basis of its specific functions and in a well-founded manner, expressly authorises so.
2.3 Applicable procedure in relation to Confidential Information
During the stages for the study, preparation or implementation of any type of CITYPRIVE activity, the following measures will be adopted:
1. The designation of a piece of information or transaction as Confidential Information means that CITYPRIVE declares the secrecy of the same and undertakes to ensure confidentiality during the relevant decision process until the adoption and dissemination of the final decision;
2. Knowledge of the Confidential Information will be strictly limited to those people, internal or external to the organization, which is essential, and
3. Security measures shall be established for the custody, filing, access, reproduction and distribution of information.
3) Conflictos De Interés
3.1 Definition
Conflicts of interest shall be understood as all those circumstances that constitute or may give rise to a conflict with a potential adverse effect on a client or a group of clients. Conflicts of interest may arise between:
1. The interests of CITYPRIVE or Subject Persons and CITYPRIVE's obligations to one or more clients; and
2. The interests of two or more CITYPRIVE clients with respect to each other.
3.2 Managing conflicts of interest
In compliance with Article 62 of the Law on the Promotion of Business Financing, Subject Persons may not:
1. Perform activities that may give rise to a conflict of interest, make improper use of confidential information or unduly disclose it, nor
2. Make personalized recommendations to Investors on the projects published on the crowdfunding platform.
In particular, CITYPRIVE partners may only advise Investors on the projects published on the platform when they are authorized to provide the financial advisory service referred to in Article 140.g) of Royal Legislative Decree 4/2015 of 23 October, approving the current Consolidated Text of the Securities Market Act, (replacing the previous 63.1.g) of Law 24/1988 of 28 July on the Securities Market) and only if they implement an effective policy on conflicts of interest.
Subject Persons must be aware of and comply with the provisions of this Internal Code of Conduct in relation to the management of any conflict of interest for CITIPRIVE, the main objectives of which are:
1. The prior identification of potential conflicts of interest that may arise in the provision of services to customers by CITYPRIVE, and
2. The implementation of measures to manage such conflicts of interest, in order to avoid any harm to CITYPRIVE clients.
3.3 Identification of conflicts of interest
To identify conflicts of interest that may arise, we shall take into account whether CITYPRIVE or the Subject Persons:
1. May obtain a financial gain or avoid a financial loss, at the expense of the client;
2. Have an interest in the outcome of the service provided to the client or the transaction carried out on its behalf, other than the interest of the client.
3. Are engaged in the same trade or business as the client; and/or
4. Any other interests exist that could cause potential detriment to a client or group of clients in the platform.
For the purposes described, it will be necessary that the benefit that CITYPRIVE or any of the Subject Persons may obtain leads, (not necessarily simultaneously), to a potential disadvantage for the client; or that the gain to be obtained or the loss to be avoided by a client leads to a lower profit or loss for another client.
CITYPRIVE continuously monitors its policies and procedures. In the event that any conflict of interest not specifically contemplated is identified, the Controlling Body will adapt its policies and procedures to ensure its adequate management.
3.4 Family, economic or professional affiliation
Subject Persons may be affected by potential conflicts of interest by virtue of their family, economic or professional ties or for any other reason, with respect to a specific action, service or transaction.
For the purposes of this Code of Conduct:
1. Direct or indirect ownership, or ownership through a controlling position, of 34% or more of the voting rights or capital of a company, provided that it is a company that supplies some kind of service or carries out some kind of work for one of CITYPRIVE's clients, shall be considered to be an economic relationship.
2. Spouses or individuals with whom they live in an analogous relationship of affectivity, as well as their relatives up to the second degree of consanguinity or affinity, shall be considered as family members with respect to the projects of which they are developers and which are published on the web sites of their respective platforms.
3. Professional relationships refer to any type of relationship for the provision of services or other contractual relationships other than those generated by their positions or jobs in CITYPRIVE; service provision or contractual relationships made by or through the individuals referred to in item b) above will be considered as the Subject Person's own services or contractual relationships.
4. Other relationships will include those of individuals whose relationship with the Subject Person is such that they have a direct or indirect, significant interest in the outcome of the transaction.
Hereinafter, all individuals mentioned in items b) and d) above will be referred to as "Connected Persons".
Likewise, any relationships other than those expressed above may be subject to potential conflicts of interest if, in the opinion of an external and impartial observer, they could compromise the impartial performance of any of the Subject Persons. In case of reasonable doubt in this regard, the subject persons should contact the Controlling Body in charge of the Internal Rules of Conduct.
3.5 Reporting potential conflicts to the Control Body
Subject Persons must inform the Controlling Body of any situation, with respect to a specific action, service or transaction, that may lead to a conflict of interest. Notifications must be submitted as promptly as possible and, in any case, before the decision that could be affected by the possible conflict of interest is made. Subject Persons must keep the above information updated, notifying any modification or termination of the reported situations.
In the event that they were personally affected by a conflict of interest, Subject Persons shall refrain from interfering in the preliminary acts and decide or, where appropriate, cast their vote, in situations related to the object of such conflict arising, and warn of this to those who will make the corresponding decision.
Subject Persons violate their duty of loyalty to CITYPRIVE if they allow or do not disclose the existence of operations carried out by those individuals with whom there is any link that may breach the rules contained in this Internal Code of Conduct.
Also, in case of doubt about the existence of a conflict of interest, Subject Persons are required to bring such a case to the attention of the Controlling Body, as well as the specific circumstances of the transaction subject to a potential conflict, for the determination by the Controlling Body of an appropriate action in this regard.
3.6 Resolving conflicts of interest
Conflicts of interest shall be resolved by the Controlling Body, after meeting and discussing such conflicts with the head of the department where the conflict of interest is located or with the person who directly reports to the Controlling Body, subject to this ICC (Internal Code of Conduct). If it affects several departments, it shall also be settled by the Controlling Body.
The resolution of conflicts of interest shall always be carried out in accordance with the following principles:
1. The obtaining of a financial benefit by CITYPRIVE or the Subject Persons shall not be placed ahead of the clients' interests;
2. Priority must be given at all times to the legitimate interests of clients, acting with diligence, loyalty, neutrality and discretion; and
3. No client, or category of client or other categories, shall be privileged over another or others.
Should a conflict of interest arise and cannot be properly managed in accordance with the above criteria, the situation giving rise to the conflict of interest shall be avoided, or the general nature or source of the conflict of interest shall be disclosed to clients in a fair, clear and non-deceptive manner before acting on the client's behalf so that the client can make an informed decision on the Project or investment.
3.7 Disclosure of potential conflicts of interest
When it is considered that the measures taken are not enough to avoid the risk of a client or group of clients being adversely affected, the client or group of clients must be informed, in a durable medium, of the nature of such conflict and of the other circumstances that will enable them to make a rational decision about the products or services to be hired through CITYPRIVE.
4.1 CITYPRIVE Participation
In compliance with Article 63 of the Law on the Promotion of Business Financing, CITYPRIVE may only participate in projects published on its website under the following requirements:
1. Its participation may not exceed 10 percent of the funding target for each project nor allow control of the company, under the terms provided in Article 42 of the Commercial Code.
2. CITYPRIVE will inform investors in a clear and accessible way about the amount of its participation, or that of the Subject or Related Persons, in each project. It will also publish on the website the criteria in its internal policy for determining its participation in the projects.
In addition, CITYPRIVE may only publish on its own website projects in which it is a developer under the following requirements:
1. The aggregate funding target for such projects shall not exceed in each financial year 10 per cent of the funds actually raised by all crowdfunding projects published on its website in the immediately preceding financial year.
2. CITYPRIVE shall immediately inform investors in a clear and accessible way of the projects in which CITYPRIVE itself is a developer, or those with the Subject or Connected Persons as developers.
The provisions in the preceding paragraphs shall expressly, under Article 63.3 of the Act, also apply to directors and senior executives of CITYPRIVE, and partners with significant participation in CITYPRIVE, as well as to spouses or people with whom they live in a similar relationship of affection and their relatives up to the second degree of consanguinity or affinity, with respect to projects in which they are developers and which are published on CITYPRIVE's website.
CITYPRIVE may not participate in projects published by other crowdfunding platforms.
4.2 Communication and information obligations
The Control Body may determine the operations that, due to their amount or risk, must be communicated prior to their execution.
The monthly communications and written information referred to in the preceding paragraphs shall be filed in an orderly and separate manner for at least five years.
The Control Body must guarantee strict confidentiality, without prejudice to the obligation to cooperate with any relevant judicial and supervisory authorities.
In compliance with Article 64 of the Law on the Promotion of Business Financing, CITIPRIVE may:
1. Advertise and conduct communications of a commercial nature concerning its general professional activity.
2. Advertise and conduct commercial communications on specific crowdfunding projects, provided that the selection thereof is based on objective and non-discriminatory criteria on which customers will be informed. In these cases, the above communication will by default mention CITYPRIVE’s authorship of such information, through texts such as the following: "CITYPRIVE recommends (...)".
"CITYPRIVE P.F.P., S.L.", in its latest or revised version, as of: 08 May 2019.
The purpose of these Regulations is to govern, subject to the framework of definitions included in the last article herein, the requirements and procedures of the Client Support Service in " CITYPRIVE P.F.P, S.L.". (hereinafter "CITYPRIVE"), in order to address and resolve Client Complaints, -indirectly, through CITYPRIVE's external legal advisors-, and to determine a procedure that guarantees the effectiveness of the right of Clients to claim against CITYPRIVE, when the circumstances so allow
The obligations contained in this Regulation shall refer to the Complaints and Claims submitted, directly or through representation, by all natural individuals or legal entities, Spanish or foreign, that qualify, under Law 5/2015 of 27 April on the Promotion of Business Financing, as Client or user of the services provided by CITYPRIVE as long as such Complaints and Claims relate to their interests and legally recognized rights, whether derived from contracts, current regulations regarding transparency and customer protection or good practices and financial uses, or any other rule that addresses the protection of any interests and rights that may be relevant thereto.
The Client Support Service will handle with utmost confidentiality any data received as a result of a Complaint or Claim
3.1. CITYPRIVE will have a specialized Client support service (the " Client Service ") responsible for protecting the rights and legitimate interests of Clients in their interaction with CITYPRIVE.
3.2. Specifically, the Client Service will perform the following functions:
3.2.1. Address and solve the Complaints and Claims that may be filed by Clients.
3.2.2. Promote and ensure CITYPRIVE's compliance with Law 5/2015 of 27 April on the Promotion of Business Financing, with the principles governing, in particular, Participatory Funding Platforms (neutrality, diligence and transparency), and any other rules that may be applicable in relation to the protection of customers, and good practices and financial practices, preparing and conducting, on its own initiative or at CITYPRIVE's request, reports, recommendations and proposals in relation to these issues.
3.2.3. Ensure that the following information is included in CITYPRIVE's address (and on its website):
3.2.3.a The existence of the Client Service, along with its post and email address.
3.2.3.b CITYPRIVE's obligation to address and solve any complaints filed by Clients within two months from their submission to the Service, either at the registered office or at the email address or postal address provided for this purpose.
3.2.3.c An updated and consolidated version of this Regulation.
3.2.4. Prepare annual reports explaining the fulfilment of its duties, under the terms of section 13.
3.3. The following matters, however, are excluded from the Client Support Service's authority:
3.3.1. Relations between CITYPRIVE and its employees, except when they act solely in their capacity as Clients.
3.3.2. Relations between CITYPRIVE and any of the entities in the Group of Companies in which, where appropriate, it may be integrated, except when they act solely in their capacity as Clients.
3.4. The head of the Client Service will be CITYPRIVE's Manager, or, in case of temporary impediment, the person appointed by CITYPRIVE's Administrative Body, who will forward the Complaints and Claims to CITYPRIVE's legal advisors to manage their assessment and resolution under the terms set out in this Regulation.
The Company shall adopt the necessary measures to separate the Manager from the other commercial or operational services of the organisation, in order to ensure that he/she makes independent decisions regarding the handling of complaints and claims from the Platform's Clients and to avoid conflicts of interest.
In any of these cases, the following are necessary conditions in order to be appointed as the head of the Client Support Service:
3.4.1 To be commercially and professionally trustworthy; for these purposes, commercial and professional trustworthiness shall be understood to exist in those who have had a personal history of respect for commercial and other laws that regulate economic activity and business life, as well as good commercial and financial practices.
3.4.2 To be in possession of adequate knowledge and experience to perform the functions that they are required to perform in accordance with this Regulation; for these purposes, those who have performed functions related to Crowdfunding operations that a Crowdfunding Platform may execute in accordance with the applicable legislation for this type of company, will be considered to possess adequate knowledge and experience to hold the position of Client Service Head.
3.4.3 Not be subject to any of the incompatibilities set out in section 3.5 below.
3.4.4 To be an employee of CITYPRIVE or, where appropriate, of an entity in the Group of Companies in which it can be integrated.
3.5. The following shall be considered as causes of incompatibility for the purposes of section 3.4:
3.5.1 Providing professional services to companies in competition with CITYPRIVE, as well as accepting positions as an employee, manager or director in them;
3.5.2 Holding positions with executive functions in any credit institution, investment services company, management company for collective investment institutions, insurance company, pension fund management company or insurance brokerage company not belonging to the Group of Companies in which it may be integrated.
3.5.3 Holding political positions or carrying out any other activities that could be of public relevance or that could in any way affect the image of the Client Support Service.
3.5.4 Any others that may be specifically established by applicable regulations at any given time.
3.6. The appointment of the Client Support Service representative shall be for a period of five years, and may be renewed for further five-year periods. There is no limitation on the number of times the appointment of the Client Service representative may be renewed.
3.7. The Client Service representative shall cease to hold office for any of the following reasons:
3.7.1. Expiration of the term for which he was appointed without CITYPRIVE having proceeded to its renewal.
3.7.2. Resignation.
3.7.3. Death or incapacity to perform the duties inherent to the position.
3.7.4. Loss of the conditions for eligibility mentioned in the previous sections.
3.7.5. Having been convicted of a criminal offence in a final judgement.
3.7.6. Having reached 75 years of age.
3.7.7. Serious breach of the obligations or obvious negligence in the exercise thereof.
Serious breach of the obligations or gross negligence in the exercise thereof.
In case of termination, CITYPRIVE shall immediately proceed to the appointment of a new officer who meets the eligibility criteria set out in the preceding paragraphs. In any event, the actions carried out by the previous Service officer will remain valid.
The termination and subsequent appointment of a new Customer Service representative shall not interrupt the time limit for resolving a Complaint provided for in section five of this Regulation.
3.8. Neither CITYPRIVE nor its administrators, or its directors, under any circumstances may take any sort of retaliation, sanctions, threats or pressure measures on the holder of the Client Service in order to influence, directly or indirectly, in the direction of the decisions made by the Service in the exercise of their duties.
3.9. The Client Service representative, as well as the employees assigned to said Service, shall keep secret all the information to which they have had access in the exercise of their position, which they shall use exclusively in the performance of the same and which they shall safeguard with due diligence. He/she shall not take direct or indirect advantage for his/her own benefit, or for the benefit of people related to him/her, of any business opportunities or advantages in terms of assets of which he/she has become aware as a result of his/her activity.
3.10. The Client Service will refer to CITYPRIVE external legal advisors to resolve queries and issues that the Service deems necessary for the proper performance of its functions.
3.11. All departments and services in CITYPRIVE must support the Client Service (and, indirectly, CITYPRIVE external legal advisors) and collaborate in everything that favors the best exercise of its functions, and, in particular, must provide the Service with any information it requests in relation to the exercise of its functions in accordance with the principles of speed, safety, efficiency and coordination.
3.12. The Sole Administrator or, where appropriate, the CEO of CITYPRIVE, will hold regular meetings with the Client Service officer, as often as they deem appropriate, and at least once a year, to assess the operation of the Service and take any measures they deem necessary, if any, to ensure the proper performance of its functions and promote and ensure compliance in CITYPRIVE with regulations on client protection and good practices and uses to which it is subject as a Crowdfunding Platform.
The procedure shall be initiated with the submission of a written complaint or claim, which may be made in person or by duly accredited representation, by electronic, digital or telematic means, provided that they allow the documents to be read, printed and stored. The document shall contain the following information:
I. Identification of the Client (National Identity Card/Tax Id. number/Foreigner Id. number/Passport/Certification of the competent Trade Register, name or surnames or company name, and address) or, where appropriate, of the client's representative (duly accrediting such representation).
II. Reason for the Complaint or Claim, indicating the department or service of CITYPRIVE from which the complaint or claim arises and providing any available evidence (particularly documents).
III. Indication of the email address at which the Client wishes to be contacted with the resolution of the Complaint or Claim. If nothing is specified, the resolution will be sent to the e-mail address from which the Complaint or Claim was submitted.
IV. Statement declaring that the Client is not aware that the subject matter object of the Complaint or Claim is being addressed through an administrative, arbitration or litigation procedure in court.
V. Place, date and signature of the Client, or, if applicable, of the Client's representative.
Clients must provide, together with the aforementioned document, -by electronic, digital or telematic means, provided that they allow the documents to be read, printed and preserved-, the documentary evidence in their possession, on which their Complaint or Claim is based.
Clients must submit their Complaints or Claims to the Client Support Service, subject to the present Regulation, via the following e-mail address: atencionalcliente@wecity.com
a. Clients shall have , a period of two years to submit their Complaints or Claims from the date on which the Client becomes aware of the facts giving rise to said Complaint or Claim.
b. Clients should only submit the Complaint or Claim once, without requiring its repetition to different bodies in CITYPRIVE.
Any Complaint or Claim that is received by the Client Service after the deadline set out in the preceding paragraph, will not be admitted by it for processing and so will be communicated to the client by email in due course.
Under no circumstances the submission of a Complaint or Claim to CITYPRIVE through the procedures provided herein implies a waiver of the Client's right to file such complaint or claim to the National Securities Market Commission(C.N.M.V.).
Clients may only appeal to said supervisory body in the event that CITYPRIVE does not resolve their complaint within the time limit set for this purpose in the following section, or resolving it, do so against them.
Complaints and claims received by the Client Service Department must be settled by said Department within a maximum period of two months, from the moment the written Complaint or Claim is received together, where appropriate, with the corresponding evidence supporting documents, at the Client Support Service
The period foreseen in the previous section shall begin running, in any case, upon receipt of the written Complaint or Claim together, where appropriate, with the corresponding documentary evidence at the Client Support Service.
Once the Complaint or Claim has been received by the Customer Care Service, a file will be created. Receipt will in turn be acknowledged in writing, leaving a record of the date of presentation for the purposes of calculating the deadline for resolution.
If the identity of the Client is not sufficiently accredited or the facts object of the Complaint or Claim cannot be clearly established, the signatory will be required to complete the documentation sent within ten calendar days, with the warning that failure to do so will result in the Complaint or Claim being dismissed without further processing. The period used by the Client to amend the deficiencies referred to in this paragraph shall not be included when calculating the two-month time limit provided for in the preceding paragraph
Complaints or Claims may only be rejected for processing in the following cases:
a. When essential data are omitted and cannot be completed for processing, including cases in which the reason for the Complaint or Claim is not specified.
b. When different appeals or actions are intended to be processed as a Complaint or Claim, which are within the competence of administrative, arbitration or judicial bodies or if resolution or litigation is pending or the matter has already been resolved by those authorities.
c. When the facts, reasons and request that specify the issues subject to the complaint or claim do not refer to specific operations or do not fall within the application scope provided for in section 2.
d. When the Complaints or Claims submitted are repetitive of other previously resolved Complaints or Claims submitted by the same Client.
e. When the period for the submission of Complaints or Claims established in section 5 has elapsed.
When there is knowledge of the simultaneous processing of a Complaint or Claim and an administrative, arbitration or judicial proceeding on the same matter, the Client Support Service shall refrain from processing the former.
When the complaint or claim is deemed ineligible for processing, due to any of the aforementioned reasons, it shall be notified to the Client by means of a reasoned decision, giving him/her a period of ten calendar days in which to present his/her allegations.
When the Client has replied and the causes for rejection are maintained, the final decision adopted shall be communicated to the Client.
The Client Support Service may request in the course of processing the files, both from the Client and the various departments and areas of CITYPRIVE, as many data, clarifications, reports or evidence they deem relevant to their decision.
If, in view of the Complaint or Claim, CITYPRIVE rectified its situation with the Client to the satisfaction of the latter, it must notify so in writing to the Client Service. In this case, it will proceed to close the complaint or claim without further processing.
Interested parties may withdraw their Complaints and Claims at any time.
Withdrawal shall result in the immediate termination of the procedure.
The file must be finalised within a maximum period of two months from the date on which the Complaint or Claim was submitted to the Client Support Service.
The decision of the Client Support Service shall always be reasoned and contain clear conclusions on the request made in each Complaint or Claim, based on the contractual provisions, the applicable regulations in force regarding transparency and customer protection, the principles laid down for the operation of Participatory Finance Platforms (neutrality, diligence and transparency), as well as on good financial practices and uses.
In the event that the decision deviates from the criteria expressed in similar cases, reasons must be provided.
The decision shall be notified to the interested parties by e-mail within ten calendar days from the date thereof. This notification must allow the interested parties to read the decision themselves as well as to print out and preserve the documents.
Annually, the Client Service will submit to CITYPRIVE Administrative Body a report explaining the course of its performance during the previous year, which must contain at least the following minimum information:
1. Statistical summary of all Complaints and Claims handled, with information on their number, admission for processing and reasons for rejection, reasons and issues raised in the Complaints and Claims and quantities and amounts affected.
2. Summary of all the decisions adopted, indicating whether they are favourable or unfavourable to the interested party.
3. General criteria contained in the decisions.
4. Recommendations or suggestions derived from experience, with the aim of better achieving the objectives that inform each action.
This Regulation for Clients Protection has been approved and verified by CITYPRIVE’s Board of Directors on 08 May 2019.
Any amendment to this Regulation for Clients Protection must be made in writing and be submitted for approval and verification by CITYPRIVE's Administrative Body
"Client"
under Article 60.2 of Law 5/2015 of 27 April, on the Promotion of Business Financing, both Developers and Investors shall be considered Clients for the purposes of application of this Regulation. A Client is, therefore, any person or entity that, within the limits set by the aforementioned Law, qualifies as a user of any of the services provided by CITYPRIVE. For the purposes of this Regulation, it is understood that this requirement is met by any person or entity that maintains a contractual relationship with CITYPRIVE under which CITYPRIVE provides them with any of the aforementioned services, as well as by the beneficiaries of such services, even if they do not maintain a contractual relationship with CITYPRIVE, and those individuals or entities that have maintained pre-contractual relationships with CITYPRIVE for the purpose of contracting such services, although in the latter case only for the purposes of the Claims that may arise in relation to the performance of CITYPRIVE in such negotiation under current legislation.
"Complaint"
a statement of disagreement or dissatisfaction submitted by Clients, regarding delays, negligence or any type of deficient performance that they observe in CITYPRIVE's operation.
" Claim"
statement of disagreement or dissatisfaction made by Clients, with the aim of obtaining the restitution of an interest or right, in relation to specific facts that involve, for whoever raises the claim, a damage to their interests or rights and arising from alleged breaches of the rules that protect them at all times in the course of the activities mentioned in the definition of " Client ".
"Regulation”
shall refer to this Regulation for Clients Protection in force at the time, as well as any future amendments thereto.
“Client Support Service” or “Service”
shall refer to the specialized client support service established by CITYPRIVE in order to address and resolve Customer Complaints.
“CITYPRIVE”: "CITYPRIVE, P.F.P., S.L., with registered office at calle Goya 15, 1ª planta, C.P. 28001, Madrid, inscribed in the Mercantile Register of Madrid in volume 39.191, folio 63, Section 8ª, page M-696.208, holder of C.I.F./N.I.F. nº B-88317003.
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