RENUMERATION POLICY

SCOPE OF THE POLICY

The Remuneration Policy applies to all the employees of Aquilla Nummus Ltd, including the Senior Management and its Board of Directors and shall apply to all future employment agreements.

PURPOSE AND OBJECTIVES
OF THE POLICY

The objectives of the Policy are to:

Set out the principles governing the Company’s Remuneration systems in organisational guidelines
Ensure compliance with the consistent and improved implementation of the conflict of interest (set out in Section 18(2)(b) and 29 of the Investment Services and Activities Law of 2007) and conduct of business requirements (Section 36(1) of the Law) in the area of remuneration.
Ensure that the Remuneration Policy is in line with the applicable regulations on remuneration and is monitored accordingly
Ensure that the Remuneration Policy is in line with the requirements of Circular C031 of CySEC concerning the guidelines on remuneration policies and practices
Ensure that the Remuneration Policy is following the principles of avoiding conflicts of interest as clarified in ESMA/2016/904, ‘Questions and Answers – Relating to the provision of CFDs and other speculative products to retail investors under MiFID’ of 1st June 2016
Inform Employees on the applicable rules as well as on their Remuneration system

REMUNERATION POLICY AND PRACTICES

The Remuneration policy for Aquilla Nummus Ltd was approved at the Annual General Meeting held on October 27, 2017. The policy reflects the Company's objectives for good corporate governance as well as sustained long-term value creation for shareholders.

The Remuneration policy and practices are designed by the Senior Management of the Company with the involvement of the Compliance Officer. Where necessary risk analysis is conducted by the latter so that adequate controls are designed and implemented towards specific high risk employees to ensure safeguards are in place and potential misconduct is mitigated.

Aquilla Nummus Ltd is not offering CFDs or other speculative products, nor is dealing on own account and is therefore not exposed to the conflict of interest where the Company is profiting from losses made by the Client. The interests of our clients are aligned with the Interests of the Company as we are licensed to offer the investment services of Portfolio Management. However, we take the interest of the Company’s Clients as a priority and via the application of the present policy we promote strict alliance of the Company’s and the Clients’ interests through the remuneration practices established.

Our Remuneration policies and practices are aligned with the effective conflicts of interest management duties and conduct of business risk management obligations and their aim is to ensure that our Client’s interests are best protected where effective corporate governance is promoted.

The Company’s Remuneration policy, practices and systems are approved by the Board of Directors with the advice and assistance of the Company’s Compliance Officer. The Remuneration Policy is binding for the Company’s Board of Directors. Any departure from the policy shall be recorded and reasoned in the Board's minutes.

The Policy, the Remuneration system and their practical operation shall be reviewed by the Board of Directors on a regular basis, at least once a year and shall be amended if necessary.

The Management of the Company shall ensure that any changes to the Policy are properly communicated, documented and implemented.

COMPONENTS OF THE REMUNERATION PACKAGE

At the annual performance and appraisal interview, the individual employees and managers evaluate and document performance in the past year and set new goals. When evaluating the performance, qualitative rather the quantitative criteria are used. Decisions on adjustment, if any, of the employee’s fixed salary or on annual performance-based pay are made on the basis of this appraisal.

The various remuneration components are combined when designing the remuneration package offered to the Aquilla Nummus Ltd to ensure an appropriate and balanced remuneration package.

The five remuneration components are:

Fixed remuneration (including fixed supplements)
Performance-based remuneration (variable salary)
Pension schemes, where applicable
Other benefits in kind, where applicable
Redundancy payment, where applicable

The performance-based remuneration motivates and rewards high performers who significantly contribute to sustainable results, perform according to set expectations for the individual in question, strengthen long-term customer relations, and generate income and shareholder value. The Company’s policy is to determine the variable remuneration based on quantitative and qualitative criteria with emphasis on the qualitative criteria that encourage the employees to act in the best interest of the Clients and in compliance with the conduct of business rules.

Performance-based remuneration is based on an assessment of the Company’s results and a number of Key Performance Indicators (KPIs) reflecting the Company’s strategic key priorities. E.g. the KPIs cover the following:

Profit before tax
Assessment of risk-adjusted return
Costs
Customer satisfaction
Compliance with internal business procedures

The contribution of each employee towards the achievement of the Company’s goals is assessed against the above listed KPIs, where the Compliance Officer view and input are required on the assessment process, and more specifically on the employee’s performance related to the customer satisfaction and compliance with internal policies and procedures. The assessment process regarding these two qualitative KPIs is continuous, where employees professional behaviours and performance are assessed throughout the year, including through investigation on their business call records and business correspondence.

BOARD OF DIRECTORS

Members of the Board of Directors shall receive a fixed, monthly payment in accordance with the decision of the Annual General Meeting of the Company. The Board shall submit a proposal on the fee for the upcoming operating year, taking into account the extent of responsibilities and time commitment, the results of the Company and benchmark data on fees paid by European companies, which in size and complexity are similar to Aquilla Nummus Ltd.

Individual board members may take on specific ad hoc tasks outside their normal duties assigned by the Board. In each such case, the Board may determine a fixed fee for the work carried out related to those tasks, which shall be disclosed in the Company's annual financial statements.

OUTSOURCING ARRANGEMENTS

The present Policy shall also be imposed to Employees of other companies providing services under outsourcing arrangements. Where necessary, the Company shall stipulate in the outsourcing agreement, in accordance with statutory and regulatory law, that the general rules set up in the Company’s Remuneration Policy shall apply equally to the employees of the outsourced service provider servicing Aquilla Nummus Ltd.

DISCLOSURE OF INFORMATION

Information on the total remuneration of members of the Company's Board of Directors, Executive Board of Management and senior management accountable for more than 10% of the assets or earnings of the Company, shall be disclosed in the Company's annual financial statements and Pillar III Disclosures. This includes any deferred payments and extraordinary contracts during the preceding financial year.