COMPLIANCE/AML

The purpose of the Compliance Department and Compliance Policy

Compliance Department (or ‘Compliance’) of Veles International Limited (‘VIL’) is established to lead and coordinate the actions on identifying, assessing, advising on, monitoring and mitigating specific compliance risks, as well as reporting on these issues internally to the Board of Directors (the ‘Board’), and externally to the regulators.

Compliance activities aim to assure the commitments of VIL’s Board and senior management to always act ethically, diligently and in compliance with the current legislation, regulatory guidance and best practice. Under the Cypriot and international laws ultimate responsibility for compliance rests with the Board. It is VIL’s directors who are ultimately responsible for compliance issues and compliance culture with the Compliance Officer (Head of Compliance) being the Board’s agent aiding directors with their responsibilities, so delegated, and implementing the compliance policy on a day-to-day basis. This Compliance Policy, as adopted by the Board, must be observed by all VIL’s employees who are responsible to the Chief Executive Officer for actually doing compliance (being compliant) under the Compliance Department’s supervision and guidance.

Compliance Department is basing its activities on the relevant provisions of the Law L 87(Ι)/2017,  EU Commission Delegated Regulation (EU) 2017/565 and other relevant legislation. Additionally, the relevant CySEC and ESMA Guidelines and, where applicable, those of International Organisations, are taken into account.

Compliance Department’s main objective are to ensure that

  • All the requirements of the relevant legislation and regulatory rules are observed.
  • A sound internal infrastructure, policies and procedures are in place that are capable of providing for compliance with relevant requirements.
  • All compliance risks, including procedural and process deficiencies, are timely identified, assessed, dealt with on a risk-sensitive basis (risk-based approach) and duly reported.
  • Effective mitigating measures are timely taken to remedy deficiencies identified and the respective follow-up controls are in place.
  • VIL’s directors, managers and employees are provided with tailored and efficient training and awareness on the relevant legislation, compliance risks inherent in VIL’s activities and methods of their mitigation and reporting.
  • An ethical approach is always taken by VIL and that its policies and procedures will allow for staff to act with integrity.
  • Efficiencies in regulatory procedures are constantly improved with the effective and successful compliance solutions delivered to the business.

The Compliance Risk

The compliance risk is the risk of legal or regulatory sanctions, material financial loss, or loss to reputation VIL may suffer as a result of its failure to comply with laws, regulations and rules applicable to its activities, as well as VIL’s internal policies and procedures. Compliance risk includes the risk for VIL to be involved in money-laundering (‘ML’) or terrorist financing (‘TF’) activities, as well as in corruption and market abuse.

The Compliance Department’s work program has been developed on the basis of the compliance risk assessment. The identified risks are being reviewed on a regular and an ad-hoc basis to ensure that all emerging risks are taken into consideration.

Compliance Culture

Compliance culture is an integral part of VIL’s overall corporate culture and is supportive of the aims of Compliance. It is a combination of VIL’s values, ethics, principles, behaviors, practices and structures (including information flows, reporting lines) ultimately aimed at

  • VIL’s doing its business with integrity, due skill, care and diligence observing proper standards of market conduct and relevant legislation.
  • Fair treatment of the VIL’s clients including protection of their assets and interests, best execution of orders, making suitable investment decisions, avoiding conflicts of interests and providing them with all the relevant information that is fair, clear and not misleading.
  • VIL’s maintaining adequate financial resources.
  • Prevention of illegal, fraudulent or corrupt behavior on the part of VIL’s clients, employees and, where applicable, associated persons.
  • VIL’s dealing with its regulators in an open and cooperative way.
  • VIL’s being transparent in its activities and reporting all the necessary information, both internally and externally, timely and accurately.
  • VIL’s staff raising their possible concerns willingly and securely.

VIL’s compliance culture is particularly focused on ethics because prescriptive rules haven’t always delivered the outcomes they want, and cannot cover every eventuality. Ethics is capable of offering core principles and reflect the fundamental interests of clients as specifically stressed above. It is the Compliance Department who should be addressed by VIL’s management and employees in every case they have any doubt or uncertainty whether there is a chance for them to behave unethically.

Responsibilities and Activities of the Compliance Department

The Compliance Department covers by its oversight and monitoring all VIL’s activities associated with, but not limited to, all investment and ancillary services which VIL is authorized to conduct. Particular monitoring activities take into account the compliance risk the respective business areas are exposed to.

When regulatory requirements prescribe VIL to implement a rule or a policy on a group level (in full or in part) Compliance will oversee implementation of and compliance with this rule or policy in the respective group entities with the full assistance of their compliance officers and senior managers. In this process, Compliance will have the right to check any related arrangement, have access to any related group premises and request any relevant document and information, with prior notification to the relevant senior manager.

Compliance Officer (Head of Compliance)

The Compliance Department is led by the Compliance Officer (Head of Compliance).

The Compliance Officer has sound level of knowledge and relevant experience and a sufficiently high level of expertise so as to be able to assume responsibility for Compliance as a whole and ensure that it is effective. The Compliance Officer should also be familiar with VIL’s business, strategies and plans.

The Compliance Officer (Head of Compliance) is appointed and replaced by the Board, is accountable to the Board and acts independently from senior management and other units when performing his/her tasks. The Compliance Officer (Head of Compliance) is adequately compensated with the respective remuneration being determined in a way that does not and is not likely to compromise his/her objectivity.

Compliance Department’s Powers

VIL’s Compliance Department, represented by the Compliance Officer or any other person duly appointed by him/her), will have the right and power to

  • Act independently of the business.
  • Report at any time directly to the Board.
  • Have permanent direct access to all the Board members on a daily basis, including non-executive directors, and have the right to expect prompt response, practicable assistance and support.
  • Attend any and all the Board meetings, propose issues to their agenda and receive and comment on the respective minutes.
  • At any time escalate any compliance issue or concern to the level it considers appropriate.
  • Have access to any VIL’s premises, document or record if it is reasonably believed that it is needed for a regulatory or risk mitigating purpose.
  • Be promptly notified of any planned and actual changes in the VIL’s ownership and organisational structure.
  • Be notified in advance of any new products, planned business activities and licenses, changes in the existing regulatory authorisations.
  • Be promptly notified on all legal proceedings, regulatory visits (checks) and their results, court and regulators’ orders and injunctions including, where affecting VIL, on the group level.
  • Have adequate resources in terms of staff, computers and other office appliances, office space, training and travel budget etc.
  • Advise Chief Executive Officer on the types of internal sanctions to be applied to those found in breach of rules and procedures including ethical norms.
  • Have the right to expect maximum cooperation from other VIL’s departments and employees in pursuit of its compliance activities.

Supervision

The Compliance Department’s activities is supervised by the Board and annually reviewed by the Internal Audit with the respective report provided to the Board.

Any employee who has concerns as to the Compliance Departments’ actions can address their complaints and concerns to the Board through the Chief Executive Officer.

Compliance Policy and Compliance Department. Head of Compliance

Igor Zatseda, LL.M, FICA

  • Fellow member of the International Compliance Association (ICA) since 2018; professional member of the ICA since 2011.

  • Affiliate member of the Charted Institute for Securities & Investment (CISI) since 2017.

  • Compliance professional registered by the Cyprus Securities and Exchange Commission (CySEC) since 2016 with Advanced Certificate in Financial Services Legal Framework.

  • LL.M (with Distinction) in International Business Law at the University of Cumbria (UK).

  • Bachelor of Science with Honors in Management with Compliance (2.1), The University of Manchester, MBS.

  • Master’s degree (with Distinction) in state governance with specialization in audit and accounting. Moscow State University.

  • Moscow State Technical (Bauman) University. Qualified electronics and laser engineer.

  • ICA International Diploma in Compliance, Int.Dip. (Comp).

  • Securities market specialist certificates issued by FSSM of Russia (now Bank of Russia) in brokerage, proprietary dealing, investment management and safe-custody.

  • Member of the Disciplinary (market conduct) Commission of RTS Stock Exchange, now Moscow Exchange (2005-2007).

  • Member of the Investment Management Committee of Russian securities SRO NAUFOR (2006-2008).
  • 20 years’ work experience in core departments of the leading Russian investment institutions with international presence, as well as at the Cyprus investment firm, including trading, back-office, finance and accounting, treasury, client relations, internal audit, compliance.