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Corporate Actions Information Disclosure
Corporate Actions Information Disclosure
Updated over a week ago

Introduction

In the Corporate Actions Disclosure Information, Investium Limited (“Investium”, “the Company”) provides the details of the contractual relation that Investium has entered into with you in the Client Agreement and a more detailed explanation of its services. We recommend that you read and familiarize yourself in detail with the Corporate Actions Disclosure Information so you can proceed with investing in a responsible manner.

The Corporate Actions Disclosure Information document forms part of the Terms and Conditions. Clients are expected to be informed of the contents thereof. In the Corporate Actions Disclosure Information capitalized terms have the meaning as defined in the Terms and Conditions or as defined in the Corporate Actions Disclosure Information.

If you have any questions, please consult our Frequently Asked Questions (FAQ) on the Website. If you do not find the answer or you have any comments and /or suggestions, please contact the Investium Service Desk. You can find the contact details and availability of the Service Desk on the Website.

Corporate Actions

1. Definitions

Capitalized terms in this document have the meaning defined within the Terms and Conditions. In addition, the following definitions apply:

“Entitled position” - the position of Client as of the Record date to which the rights flowing from the Securities are attached.

“Ex date” – the date as from which the Securities are traded without the rights flowing from the Securities.

“Issuer” – a company whose shares are admitted to trading on a regulated market, or a third party nominated by such company.

“Record date” – the date set by the issuer, on which the rights flowing from the Securities, including the right to participate and vote in a general meeting, as well as the shareholder identity, shall be determined, based on the settled position struck in the books of the issuer Central Security Depository (CSD) or other first intermediary by book-entry at the close of its business.

“Corporate Action” - any action initiated by the issuer or a third party which involves the exercise of the rights flowing from the Securities and which may or may not affect the underlying Security, such as the distribution of profits or a general meeting.

"Execution Only" - the provision of services whereby Investium passes on or executes Orders and holds positions in Money and Financial Instruments for the account of the Client, without providing (investment) advice to the Client or verifying if the execution of any Order (or the overall composition and development of the investment portfolio of the Client) suits the financial position or investment goals of the Client.

"Financial Instrument" - a Derivative or a Security.

“Free Scope” - the total amount available to the Client to trade at any given time.

"Security Value" - the value of the Balance, calculated on the basis of the valuation principles and calculations used by Investium.

"Security" - a transferable right that is issued by an issuer. The most important Securities are shares, units in collective investment schemes (UCITS), Structured products (such as ETN’s and ETC’s) or rights derived from these Securities such as claims and dividend rights, but not Derivatives.

"Personal Page" - the personal page of the Client in the Trading Platform that can only be entered with the Access Code and from where the Client can initiate Orders, check their Order history and view their Balance and Limits.

"Trading Platform" - the trading environment of Investium on the App or the Website.

"Instruction" - an instruction from the Client to Investium to deliver any kind of service or transmit any decision from the Client to Investium through the Trading Platform or any other communication method (e.g. placing an Order, requesting a withdrawal, exercising a Derivative or transmitting the decision for a voluntary Corporate Action).

"Derivative" - a contract that arises and dissolves by entering into a transaction and the value of which is derived from an underlying value such as a share, index, commodity or bond. The most important Derivatives are options, futures and swaps.

"Debit Money (Margin Loan)" - the optional service whereby Investium allows the Client to have a negative balance in money in any currency or the total amount of all negative balances in money, expressed in the currency in which the Personal Page is denominated.

"Client" - the natural or legal person or persons who is or are a Party to the Client Agreement by signing the Acceptance Form Investment Services. In this particular disclosure the Client may also be referred to as shareholder in relation to the Securities.

“Payment Date”: means the date on which the payment regarding the proceeds of a corporate action, if applicable, is due to the Client.

“Election period” means the period during which the Client can choose between the available options in a corporate action;

“Issuer deadline” means the last day and time, as determined by the issuer, to notify the issuer, third party nominated by the issuer or issuer CSD, of the shareholder actions regarding the corporate action and in the context of a corporate action initiated by a third party, it shall apply to any deadline to notify the third party or third party nominated by such third party of the shareholder actions regarding the corporate event it initiated;

2. Corporate Action Information

2.1 Corporate Action Information

Investium provides access to its clients to Financial Instruments on many different markets worldwide. Investium transmits without delay to clients the information Investium receives from issuers on voluntary Corporate Actions which enables Client to exercise rights flowing from Securities Client holds in the Balance.

Please note that the obligation of Investium consists of transmitting the information provided by the issuer beforehand “as is” and, thus, Investium does not guarantee that the information provided in relation to Corporate Actions is complete and correct.

Therefore, Clients should be aware that it remains their own responsibility to check Corporate Action information with regard to the specific Financial Instruments they hold. The transmitted information does not constitute investment advice or a recommendation from Investium to its clients. Please note that Investium will inform clients who hold a long position in the relevant Security on Ex date before the Financial Instrument starts to trade in the pre-market session. Investium will not actively inform you about a Corporate Action when you have acquired the Securities after the pre-market session on Ex date or if you want to participate making use of an indirect method (e.g. acquiring subscription rights on the exchange). If you have not received the information from Investium because Investium has not received it from issuers or you want to participate in a Corporate Action making use of an indirect method, you can contact our Corporate Actions Desk to the email address available on the Website.

2.2 Impact on Free Scope

Please note that participating in a Corporate Action may have an impact on the Security Value and the Free Scope in your Personal Page. For example, for share purchasing programmes and tender offers (cash, Securities, or cash and Securities), the Securities you registered to participate in the Corporate Action will be blocked and they will not be considered for the calculation for the Security Value.

Please note that in order to participate in a Corporate Action you should have enough Free Scope. In case you do not have a sufficient Free Scope before the deadline to participate in the Corporate Action, the Instructions will not be processed.

3. Corporate Action

Depending on the Securities you hold, they may be subject to the following Corporate Actions:

  • Cash dividend and interest - On shares, ETFs and bonds, dividend and interest may be paid out by the issuer thereof. Investium will collect these amounts for you and add the received amounts to your Balance. In many countries, a withholding tax is withheld from the income that is paid out on Securities.

  • Subscription rights - As shareholder you may receive subscription rights. With the subscription rights you can subscribe for additional Securities for the price determined by the Issuer, which is usually lower than the market price. In most cases you can choose whether to exercise the subscription rights or to sell them. In any case you must act and inform Investium before the deadline. If you want to exercise your subscription rights, you must ensure that timely before the deadline you have sufficient money or enough Free Scope if you can make use of the service Debit Money.

Note well: if you do not exercise your subscription rights before the deadline or sell them before the trading period ends, these will expire with no value unless the issuer has decided otherwise.

  • Share purchasing programmes (repurchase offer) - It is possible to register your wish to sell your shares under a share purchasing program until the deadline. Clients can register by entering the number of shares that may be sold. A registered position will be temporarily blocked during the election period and cannot be sold under any circumstance.

  • General meeting of shareholders - You can register for meetings of shareholders. Depending on the voting rights of the shares you hold, you can enter the number of shares that you wish to represent during the meeting. Depending on the Issuer, these shares may be blocked until the date of the meeting and cannot, therefore, be sold. Arranging for the possibility to issue votes during a shareholders meeting cannot be arranged in each jurisdiction and is not made possible by every issuer. Investium arranges the possibility on a best effort basis. *Fee Applicable.

  • Tender offer (cash) - When there is a bid in cash for Securities that you hold, you can register all or part of your Securities for the bid until the deadline or during the election period. As a consequence, these Securities will be temporarily blocked. While these Securities are blocked it is not possible to sell them under any circumstances. After realisation of the bid, you receive the offered amount in exchange for the Securities that have been bought from you on the payment date.

  • Tender offer (Securities) - When there is a bid in Securities for Securities that you hold, you can choose to register all or part of your Securities for that bid until the deadline or during the election period. As a consequence, these Securities will be temporarily blocked. While these Securities are blocked it is not possible to sell the Securities under any circumstances. After realisation of the bid, you receive the offered Securities in exchange for the Securities that have been bought from you on the payment date.

  • Tender offer (cash and Securities) - When there is a bid in cash and Securities for Securities that you hold, you can choose to register all or part of your Securities for that bid until the deadline or during the election period. As a consequence these Securities will be temporarily blocked. While these Securities are blocked, you cannot sell them otherwise. On realisation of the bid, you receive the offered cash and Securities in exchange for the Securities that have been bought from you on the payment date.

*NOTE WELL - It is very important that you closely monitor the timely delivery of the Financial Instruments and/or cash that result from a Corporate Action. If you have not received the Financial Instruments and/or cash on the purported settlement date, then you should contact Investium without undue delay. If you fail to do so, it may no longer be possible to receive the Financial Instruments you subscribed to, and the rules of liability included in the Terms and Conditions apply.

As Execution Only Client it is your responsibility to timely act on Corporate Actions relating to the Securities held by you.

  • US Securities - For Corporate Actions (especially mergers and take overs) relating to Securities from which the issuing company is incorporated in the US, complex fiscal rules apply. Investium will calculate any amount to be paid to you in relation to such Corporate Action under the assumption that neither you nor your spouse, partner, (adopted) children, grandchildren, parents, a partnership to which you are a partner, an estate to which you are a beneficiary, a trust for which you are the beneficiary or the owner, a legal entity in which you own 50% or more of the shares, or, if Client is a legal entity, the shareholder that owns 50% or more of your shares, holds any of the same Securities to which the Corporate Action relates, other than the Securities held by you with Investium. If this assumption is not correct (taking into account that any person who has an option to acquire the Securities is deemed to own the Securities), you must inform Investium hereof as soon as possible.

4. Corporate Actions Instructions

4.1 Mandatory and Voluntary Corporate Actions

If you hold a stock that is taking part in mandatory Corporate Actions such as a share consolidation, share split, spin off, takeover, merger, ISIN change, or exchange swap, this will be booked in automatically on your account.

For Corporate Actions that require a choice from you, such as such as a Tender Offer or Rights Issuance, Investium will send you an email without delay in which we invite you to provide us with your Instruction. The Company shall transmit to the shareholder the information about the corporate event without delay and no later than by the close of the same business day as it received the information. Where the Company receives the information after 16.00 during its business day, it shall transmit the information without delay and no later than by 10.00 of the next business day. In addition, it shall confirm the shareholder's entitlement to participate in the corporate event without undue delay and on such time as to comply with the issuer deadline or record date, as applicable.

4.2 Submitting Instructions

With Investium, you can submit Corporate Actions Instructions in the following ways:

Trading Platform (not yet fully available)

You can submit your preferred choice for a Corporate Action through the Trading Platform. If this option is available, you will receive instructions by email about the way to participate in the Corporate Action through the Trading Platform. In these cases, it is not possible to submit your Instruction by email.

Submit via email

You can submit your preferred choice for a Corporate Action by email to our Corporate Actions Desk to the email address available on the Website.

4.3 Deadline

For some Corporate Actions, such as for example optional dividend or registering your shares for an acquisition, it is important that you timely are aware that you have to make a choice. Any Instruction for a Corporate Action must be received by Investium before the issuer deadline. The Investium deadline is the date and time specified as such by Investium before which you must have made your choice regarding the Corporate Action. The Investium deadline for Corporate Actions may differ from the date and time specified in the issuer deadline. Investium may have to impose the Investium deadline because our relevant departments will have to be able to process your Instruction(s). In principle, you can change the choice that you made for a Corporate Action until the issuer deadline. When you have not received an Investium deadline regarding a Corporate Action, or you have not received the information through Investium, you must send your Instruction to the Corporate Actions Desk of Investium at least three Trading days prior to the issuer deadline, so that Investium can timely forward your Instruction to the issuer. Please note that, in this situation, Investium arranges the possibility on a best effort basis as Investium is dependent on internal deadlines imposed by custodians.

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