Extract from the Rules of managing conflicts of interest
within the framework of provision of investment services by
Bank Gospodarstwa Krajowego
Warsaw, June 2014
Bank Gospodarstwa Krajowego, Al. Jerozolimskie 7, 00-955 Warszawa
BGK Line: 801 801 667 655, e-mail: [email protected], www.bgk.com.pl
Chapter 1
General Provisions
§ 1.
1. “Rules of managing conflicts of interest within the framework of provision of
investment services by Bank Gospodarstwa Krajowego”, hereinafter referred to as
the “Rules”, specifies:
1) manners of identifying circumstances which cause or may cause – with regard to
particular investment services provided for the customer – occurrence of a
conflict of interests related to a significant risk of prejudice to the interests of the
customer, as well as the course of action to take if a conflict of interest is
identified;
2) Bank’s actions aimed to prevent the occurrence of conflicts of interest;
3) procedures which must be observed and measures which should be adopted for
the purpose of effective conflict of interest management.
2. In the process of managing conflicts of interest, the Bank takes into consideration, in
particular, values such as protection of customers’ interests, guarantee of their equal
treatment and strive to consolidate the image of the Bank as a professional and fair
institution guided by transparent operating principles.
§ 2.
Terms used in the Rules shall be understood as follows:
1) Bank or BGK – Bank Gospodarstwa Krajowego;
2) business days – days from Monday to Friday, which are not public holidays, in
which the Bank operates;
3) insider
– affiliated person having access to confidential information or
information covered by the obligation of professional secrecy;
4) financial instruments –instruments including:
a) securities within the meaning of Article 3(1) of the Act, i.e.
 shares, pre-emption rights within the meaning of provisions of the
Commercial Partnerships and Companies Code, allotment certificates,
subscription warrants, depository receipts, bonds, covered bonds,
investment certificates and other transferable securities, including those
incorporating property rights which correspond to rights arising from
shares or incurrence of debt, issued under appropriate provisions of
Polish or foreign law,
 other transferable property rights created as a result of issue,
incorporating the right to purchase or subscribe for securities specified in
the first indent, or exercised through financial settlement (derived rights),
Bank Gospodarstwa Krajowego, Al. Jerozolimskie 7, 00-955 Warszawa
BGK Line: 801 801 667 655, e-mail: [email protected], www.bgk.com.pl
5)
6)
7)
8)
9)
b) instruments that are not securities:
 units in collective investment institutions,
 money market instruments,
 futures contracts and other equivalent financial instruments settled in
cash, forward contracts on interest rates, equity swaps, interest rate
swaps, currency swaps, call and put options regarding financial
instruments, options on interest rates, currency options, options on such
options, as well as equivalent financial instruments settled in cash,
 property rights the price of which directly or indirectly depends on the
value of things specified as to their kind, specific types of energy,
measures and limits of volume of production or pollution emission
(commodity derivatives),
 other instruments provided that they were admitted to trading on a
regulated market in the territory of a Member State or that such an
admission has been applied for with regard to them;
customer – legal person, organisational unit without legal personality or natural
person conducting business activity being serviced by the Bank or having
undertaken activities to have services provided by the Bank;
conflict of interests – circumstances known to the Bank which may lead to the
occurrence of a conflict between the interests of the Bank, of an affiliated person
and of the Bank’s obligation to act fairly, taking the best interests of the Bank’s
customer into consideration, as well as circumstances known to the Bank which
might lead to a conflict between the interests of several customers of the Bank,
to an extent adequate to investment services provided by the Bank;
benefits – all material or personal benefits obtained by the affiliated person from
the customer or customers, except for small, occasional gifts;
affiliated person – person with an employment relationship with the Bank or
related to the Bank under a mandate contract or any legal relation of a similar
nature, or a member of the Supervisory Board of the Bank;
investment service – service provided by the Bank to the customer, including
the following activities:
a) acquisition or disposal, on their own account, of financial instruments,
b) offering financial instruments,
c) provision of services within the framework of performing concluded
agreements on investment and service underwritings or of executing and
performing agreements of similar nature, provided that they relate to
financial instruments,
Bank Gospodarstwa Krajowego, Al. Jerozolimskie 7, 00-955 Warszawa
BGK Line: 801 801 667 655, e-mail: [email protected], www.bgk.com.pl
d)
storage and registration of financial instruments, including maintenance of
securities accounts and summarising accounts as well as maintenance of
cash accounts (trust activities).
Chapter 2
Identification of conflicts of interest
§ 3.
Conflicts of interest may occur in relations between:
1) Bank and a customer of the Bank;
2) insider and a customer of the Bank;
3) customers of the Bank.
§ 4.
1. Circumstances which cause or may cause the occurrence of a conflict of interests
related to a significant risk of prejudice to the interests of the customer include
situations in which:
1) Bank and/or affiliated person may avail benefits or avoid losses due to a loss or
lack of benefit recorded by the customer of the Bank;
2) Bank and/or affiliated person have financial or other reasons for preferring the
customer or a group of customers to another customer or group of customers of
the Bank;
3) Bank and/or affiliated person have an interest in a specific result of an investment
service provided for the customer or a transaction conducted on behalf of the
customer and the said interest is distinct from the customer’s interest.
4) Bank and/or affiliated person perform investment services for two or more
customers, one of whom may make a financial gain or avoid a financial loss at
the expense of another customer or has an interest in a specific result of an
investment service provided for another customer, the said interest being distinct
from the interest of the first customer;
5) Bank and/or affiliated person conduct the same activity as the activity conducted
by the customer;
6) Bank and/or affiliated person receive, from a person other than the customer, a
benefit other than standard commissions and fees in relation to an investment
service provided to the customer.
2. The Bank identifies the following situations which, in relation to particular activities
falling within the scope of the Bank’s operations, cause or may cause the occurrence
of a conflict of interests:
1) acquisition of new transactions or customers by the Bank in relation to the
fulfilment of the Bank’s business objectives;
2) use by the customer of investment services offered by the Bank;
Bank Gospodarstwa Krajowego, Al. Jerozolimskie 7, 00-955 Warszawa
BGK Line: 801 801 667 655, e-mail: [email protected], www.bgk.com.pl
execution of one’s own investments or investments of a close relative.
3. Situations described in paragraphs 1 and 2 are examples only and do not constitute
an exhaustive list of events which may result in the occurrence of a conflict of
interest.
§ 5.
3)
1. While identifying the occurrence of a possible risk of formation of a conflict of
interest, the Bank relies on the ability of affiliated persons to act in a reliable, fair,
competent, professional, loyal and lawful manner.
2. Affiliated persons are obliged to identify circumstances which create a conflict of
interest or may contribute to the occurrence of a conflict of interest, as well as to
report on them.
Chapter 3
Preventive measures
§ 6.
1. The Bank agrees to:
1) avoid activities and prevent the creation of situations which may cause the
occurrence of a conflict of interest;
2) undertake necessary measures to identify conflicts of interest;
3) strive to eliminate or reduce the negative impact of conflicts of interests on the
functioning of the Bank and of its relations with customers and other entities or
on the interest of the customer.
2. In the cases in which the Bank is engaged in specific activities performed for one of
the customers, the Bank may consider it inappropriate to undertake activities for
another customer if the Bank is not able to manage the conflict of interest or such a
management is impossible due to legal restrictions.
3. The Bank undertakes to maintain the confidentiality of all orders, instructions and
account balances and movements on the accounts of its customers, as well as other
data concerning the customers.
4. In order to control the access to information important for the Bank, in particular
information constituting a professional secret, bank secret and trade secret, the Bank
has regulations which stipulate rules, procedures and manners for the protection of
and access to information in BGK.
5. The Bank manages conflicts of interests by means of a method consisting in the
prevention of existence of direct dependencies between the amount of remuneration
of affiliated persons performing specific activities within the framework of investment
services provided by the Bank and the remuneration or profits gained by persons
performing other activities which cause or could cause the occurrence of a conflict of
interests.
Bank Gospodarstwa Krajowego, Al. Jerozolimskie 7, 00-955 Warszawa
BGK Line: 801 801 667 655, e-mail: [email protected], www.bgk.com.pl
§ 7.
1. The Bank conducts regular training courses devoted to the management of conflicts
of interest for affiliated persons.
2. In the Bank, there are procedures related to the protection of the flow of confidential
information and information constituting a professional secret, as well as rules for
investing by affiliated persons or on their behalf in financial instruments.
Chapter 4
Informing customers in the case of identification of a conflict of interest
§ 8.
1. Before concluding an agreement for the provision of investment services, the Bank is
obliged to inform the customer, with the use of a durable medium, about the existing
conflicts of interest related to an investment service which is to be provided to the
customer.
2. In the case of occurrence of a situation described in paragraph 1, the Bank may
enter into an agreement for the provision of investment services with the customer
only after having obtained the customer’s confirmation of receipt of the information
specified in paragraph 1 and an expressive confirmation of intent to conclude an
agreement for the provision of investment services with the Bank despite the
existence of the conflict of interest.
3. If a conflict of interest is identified after the conclusion with the customer of an
agreement for the provision of investment services, the Bank shall notify the
customer and refrain from performing an investment service for the customer until
receiving a declaration of intent to continue or to terminate the agreement from the
customer.
Bank Gospodarstwa Krajowego, Al. Jerozolimskie 7, 00-955 Warszawa
BGK Line: 801 801 667 655, e-mail: [email protected], www.bgk.com.pl