Vórtx QR Tokenizadora S.A., (“Vórtx QR” or “Tokenizadora”) is a company authorized by Brazil’s Securities Exchange Commission (“CVM”) to operate as administrator of the regulated OTC market, in accordance with CVM Resolution #135, of June 10, 2022.
Tokenizadora seeks to continually be in regulatory compliance and strictly comply with laws and regulations in effect. Vórtx QR’s activities are carried out on an experimental basis, with temporary authorization for conducting activities regulated by the CVM within the scope of the regulatory sandbox, as established in CVM Resolution #29, of May 11, 2021.
Within this context, it is important to point out that Tokenizadora complies with the specific rules required by various regulators and self-regulators of the financial and capital markets, particularly the CVM, in addition to complying with best market practices.
Tokenizadora was constituted via a joint-venture between Vértera Holding S.A., the controlling company of Grupo Vórtx, and QR Capital S.A., the holding company that controls Grupo QR Asset Management.
The BoD is the body responsible for the main deliberations and strategic decisions pertaining to the business. In addition to working in consonance with Vórtx QR’s interests, the Board is also responsible for monitoring the company’s Management and acting as liaison between directors and shareholders. The following members comprise the Board:
The Audit, Compliance, Risk, Ethics and Self-Regulation Committee is a statutory body, functionally autonomous from Vórtx QR Tokenizadora’s management bodies, that is responsible for analyzing, supervising and overseeing the rules, policies, standards and procedures approved and applied by the Company, which complement traditional regulations, in addition to ensuring the efficient, correct and ethical functioning of the regulated market managed, making recommendations related to its competences to the Board of Directors.
The Statutory Board is the body responsible for conducting business, organizing, planning and advising on how to apply Tokenizadora’s resources, exercising management and coordination powers. The following members comprise the Board:
With solid experience in the financial and capital markets, working in several operations for raising funds and issuing securities. Extensive knowledge in the areas of compliance, monitoring, governance and regulatory.
Expert in software development, with extensive experience in technology and infrastructure for financial and capital market institutions. He has extensive practice with mission-critical systems and blockchain solution architecture.
Financial Market Specialist – Certificate in Financial Markets (CFM) from IBMEC. Solid experience in the capital market, with over 13 years of experience and in-depth negotiation and management skills. Career developed at large financial institutions, with a focus on the structuring and commercial negotiation of funding deals in the capital market, coordinating the process with market players like CVM, CETIP, Banks and investors.
Vórtx QR Tokenizadora S.A. possesses a mechanism for reimbursing losses, set forth in its Regulations for Requesting Reimbursement of Losses (“PRP”), for purposes of ensuring that investors (“Claimants”) are reimbursed for losses arising from operational errors or failures in the trading system of Digital Securities carried out on the Platform, caused by proven fraud or negligence.
To request a reimbursement for losses, the Claimant shall comply with the requirements set forth in the Regulations.
Hypotheses for a PRP:
• File the PRP within a period of up to 30 consecutive days as of the date that the loss occurred;
• Maximum reimbursement amount of BRL 150,000 per deal made;
• Submit the documentation related to the PRP.
The PRP is forwarded directly to the Compliance Officer so that, within 5 business days, it can conduct an analysis of the documents received and, if applicable, request additional information to complete the analysis and forward a copy of the PRP to the CVM through the Sandbox Committee.
After this analysis, the PRP may be (i) archived; (ii) if applicable, have an appeal filed: (iii) forwarded to the PRP Committee for a substantiated decision within 10 business days.
After reviewing, the PRP Committee may (i) request additional information; or (ii) continue with the negotiation.
The Parties may reach an agreement, or either side may refuse to continue negotiations.
In the event the appeal is refused or rejected, the Compliance Officer must communicate this fact to the CVM through the Sandbox Committee. If the Parties reach an agreement, they will sign an extrajudicial transaction instrument with the agreed terms in the presence of two witnesses. Once this is done, the Compliance Officer will forward a copy of the agreement to the CVM Sandbox Committee.
Proof of the reimbursement request’s settlement will be the Defendant’s proof of payment of the agreed amount into the account indicated by the Claimant.
Vórtx QR Tokenizadora’s Reporting Channel is the main communication channel for reporting acts or conducts that are not, or appear to not be, in conformity with laws, standards, Regulations, Code of Ethics and Conduct, Policies, Rules and Internal Procedures of the Company.
Complaints may be filed anonymously, confidentially or named at the claimant’s discretion, and will be handled in accordance with all regulatory requirements and good governance practices.
Joint Venture
*VÓRTX QR TOKENIZADORA is a company authorized by the CVM to operate as an entity managing the regulated OTC market for digital securities, pursuant to CVM Resolution No. 135 of June 10, 2022. The activities described in this material are carried out on an experimental basis upon temporary authorization for the development of regulated activity in the Brazilian securities market. Only professional and qualified investors, pursuant to CVM Resolution No. 30, of May 11, 2021, can participate in the offers and negotiations, which will go from March 15, 2022, to March 14, 2024, within the scope of CVM’s Regulatory Sandbox, in accordance with the approvals and restrictions contained in CVM Resolution No. 875, of September 30, 2021, as amended.
VORTX QR TOKENIZADORA S.A – 40.061.278/0001-93, with headquarters located at Rua Gilberto Sabino, 215 – 4° andar – CEP 05425-020 – Pinheiros – São Paulo, SP, Brazil.
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