1.1. Any reference in this Agreement to ‘we’, ‘us’, ‘our’, ‘ours’ and ‘ourselves’ as appropriate shall mean Trading 212 Markets Ltd. (Trading 212 or Company). Similarly, any reference to ‘the Client’,‘you’, ‘your’, ‘yours’ and ‘yourself’ as appropriate shall mean you as a customer of our services under this Client Agreement.
1.2. We are authorised and regulated by the Cyprus Securities and Exchange Commission (“CySEC”). Our CySEC register number is 398/21. You can check this by visiting the CySEC’s website: https://www.cysec.gov.cy/en-GB/entities/investment-firms/cypriot/, or by contacting the CySEC at +357 22506600.
1.3. The CySEC’s registered address is 19 Diagorou Str. CY-1097 Nicosia. References to the CySEC shall include any successor, governing or regulatory body that may replace, supersede or take over any of the functions of the CySEC.
1.4. Our address is 18 Santorinis, 4004, Limassol, Cyprus and we are registered in Cyprus with company number HE 409763. We trade using the name “Trading 212”.
1.5. Please read this Agreement carefully before opening an account with us. You should understand that by opening an account with us, you agree to be legally bound by the Client Agreement.
1.6. You can accept the Client Agreement on our website by ticking the declaration that you have read, understood and agreed to the Client Agreement. Please understand that if you refuse to accept the Client Agreement, you will not be able to open an account with us. This Client Agreement shall come into effect on the date on which you accept it through our Website and/or through our mobile applications.
2. Scope of the Agreement.
The Agreement between you and us includes this agreement, Execution Policy, Conflicts of interest Policy, Risk Disclosure Notice, Privacy Notice, all schedules, ancillary documents referred to therein, any amendments thereto and any additional terms and conditions issued by us (together referred to as the “Agreement”).
3. Share Dealing Services.
3.1. We shall provide execution-only Share and Fractions Dealing service.
3.2. We shall provide the services using reasonable care and skill, but you acknowledge that we shall not provide you with any advice on the merits or suitability of you entering into this Agreement or any Order.
3.3. Dealing in Shares and Fractions entails a high level of investment risk. Orders you place for Transactions are at your own risk and expense.
3.4. We shall not be responsible for the provision of any tax or legal advice in relation to the services.
3.5. We will act on your behalf to execute your Instructions to Deal as Principal.
4. Regulatory Compliance.
4.1. In compliance with regulation, we shall categorise our clients into three main categories:” eligible counterparties”, “professional clients” and “retail clients”.
4.2. We shall treat you as a Retail Client as required by the CySEC Rules.
4.3. You may request a different categorisation, which will result in the loss of certain regulatory protections. We are not obliged to accept any such request, however, where we do so, we will provide you with a written notice of the protection lost.
4.4. If you are acting as an agent for someone else, we will treat you alone as our customer for the purposes of the CySEC Rules and you will be liable to us in respect of all Transactions conducted by you in such capacity.
4.5. We are required to assess and define a target market for the investment products manufactured for, distributed or sold to you. In our role as product manufacturer and/or distributor (seller), we will assess investments periodically and we will share information on investments so that we can take any appropriate steps to improve outcomes for you as our client.
4.6. You shall provide us with such information as we require to comply with all CySEC rules and all applicable anti-money laundering rules and regulations. You warrant that any information provided to us by you is complete, accurate and not misleading in any material respect. We reserve the right to reject applications from high-risk jurisdictions in accordance with our ongoing legal and regulatory responsibilities.
4.7. You warrant on a continuous basis that by entering into this agreement and any Transactions under it, you will not violate any applicable regulations.
4.8. You consent to be provided with key information documents (“KIDs”) for those Products falling under the Packaged Retail and Insurance-based Investment Products Regulation (“PRIIPs”) by means of our website.
4.9. We may take any action which we, in our reasonable discretion, consider desirable to ensure compliance with applicable laws and regulations. We shall not be liable for losses, damages or delays arising from our compliance with any statutory or regulatory requirements.
5. Rights and Obligations.
5.1. We are required under the law and regulation to verify the identity of our customers. We have undertaken a risk-based approach to this process, which might require obtaining among other things, documentary proof of your name, date of birth and address. You shall agree that we may use additional online electronic verification tools that might request among other things further details, documents, photo and video evidence from yourself. If you cannot satisfactorily prove your identity, you may not be able to open an account with us or may have to close your existing account.
5.2. We may assess the appropriateness of certain complex products for you by reference to your knowledge, experience and understanding of the risks involved. We shall warn you of this if we think the Transaction is not appropriate for you. You shall be solely responsible for your decision if you decide to proceed with the Transaction after receiving our warning.
5.3. Before we accept your Instruction to Deal in relation to Investments and Shares listed in the US, we will ask you to sign a W-8BEN form. In addition, our services and products are not available to US persons (as defined by the United States Internal Revenue Service). If You become a US person after your account has been opened, you must inform us immediately. This may result in your account being closed with any investments transferred out or liquidated and cash returned to you.
5.4. We shall not accept Instruction to Deal when: the relevant market is closed for trading; or you do not have enough money in your account to execute the Transaction; or there are events described as “Force Majeure” in Clause 30.
5.5. We shall provide a Statement and a Confirmation of your Transactions, as well as an account balance and a record of all Transactions for your account, via the Trading Platform. In the absence of manifest error, the Statement and Confirmation shall be conclusive and binding on you. You shall check the electronic Statements received from us and notify us promptly of any discrepancy.
5.6. You accept full responsibility for monitoring your account. You agree to notify us immediately if you become aware of:
- the loss, theft or unauthorised use of your username or Password or account number;
- the failure by you to receive a message or partial message from us indicating that an Order was received, rejected and/or executed; or
- any inaccurate information in your account(s) balances, statements, contract notes, records or assets or money held or transaction history.
5.7. You must make sure that your password remains confidential at all times and you must take all responsible steps to:
- stop any other person using your password;
- not disclose your full password to any other person including any of our employees (whether over the telephone or otherwise);
- not use your account number in full or in part as your password;
- not be overheard when contacting us by telephone; and
- not leave your mobile phone or other devices unattended whilst you are logged on to the Trading platform.
5.8. If you do not comply with these obligations in this clause 5, this may affect the way we can provide the service to you and we may:
- refuse to open an account for you or accept your assets;
- refuse to deal for you;
- refuse to make payments or transfer Investments from your account;
- close your account; and/or
- take any other responsible step necessary to comply with regulatory requirements.
5.9. You hereby undertake to inform us every time a card used by You to make payments to Us has been blocked, deactivated or otherwise suspended. Save for cases where a card has expired, we shall not be liable if we should satisfy Your withdrawal request by way of paying money back to a card which has been blocked, deactivated or otherwise suspended without Your prior notification thereof.
5.10. We shall have the right but not the obligation to unilaterally terminate the Agreement on our sole discretion and without prior notice in the event that Your account balance is 0 (zero) and You haven’t logged in to your account for a period of six straight months (180 days).
5.11. We shall open an Account in your name in the selected available currency. You shall be able to use your Account to trade once you deposit into your Account at least the amount specified in the Terms and Commissions Table and the account has been confirmed as verified.
5.12. We shall have the right to introduce new Financial instruments and Market Hours for trading at the Trading Platform and to suspend and/ or remove from the Trading Platform any Financial instrument and Market Hours at our sole discretion.
5.13. You can only make deposits/withdrawals to and from accounts in your own name. deposits/withdrawals from/to third parties are not permitted and will not be processed. By agreeing to make a deposit, You confirm you are depositing your own funds for your own trading with Trading 212.
5.14. We reserve the right to immediately place a Sell-only Limitation in the following cases:
- Where We have a suspicion of unlawful activity;
- Where We have suspicions of restricted or abusive trading activity;
- In the event We exercise our rights under Clause 27.7;
- To comply with any regulatory obligations, including where you have not provided legally required information; or
- We have reasonable grounds to believe that allowing You to continue trading will be detrimental to Us, You as a client, other clients of Us and/or financial markets.
In the above situations, We will notify you upon placement of a Sell-only Limitation.
5.15. We reserve the right to place a Sell-only Limitation with 14 calendar days prior notice in the following cases but not limited to:
- When we have issued you with a notice informing you of our intention to end our business relationship with you / close your account;
- Where You have not provided your express consent whenever we have requested such, including but not limited to in the event that we need to obtain express consent in order to introduce new features or services on the Trading Platform or amend existing ones.
5.16. If a company goes bankrupt or is delisted from the respective stock exchange, we may attempt to obtain prices for the instrument on the over the counter (OTC) market. If this is not possible, you shall be informed that your positions in shares of this company shall be closed, and you agree to the closing prices.
5.17. You are not allowed to have more than one Invest or ISA account in your name. If you are not complying with this rule, we may terminate all of your agreements with us.
6. Exclusion of liability.
6.1. We shall not be liable for any losses, damages, costs or expenses incurred or suffered by you under this Agreement unless arising directly from our negligence, breach of contract, bad faith, wilful default or fraud. In no circumstances shall we be liable for consequential loss or special damage.
6.2. Nothing in this Agreement will limit our liability in respect of death or personal injury caused by our negligence. We and you agree that this provision will survive any termination of this Agreement.
6.3. The Company will not be held liable for any loss, cost or charge incurred resulting directly or indirectly from the exercise of our right to place restrictions on Account or take any other action as provided in this Client Agreement.
6.4. You hereby agree and acknowledge that in the event of downtime of the Trading Platform You shall waive any claims against Trading 212 of missed profits and/or claims that You would have executed an order on a specific price during the downtime. You acknowledge that sometimes there may be technical issues or faults with the Trading Platform.
7.1. All Deals transacted between us will be carried out in accordance with the standard settlement practices and/or market rules of the relevant exchanges.
7.2. Transactions in European Shares are currently settled on a T+2 basis. Most worldwide shares settle on either a T+2 or a T+3 basis.
7.3. The settlement date cannot be changed once you offer to enter into a Transaction.
7.4. We may settle transactions on a Delivery Versus Payment basis and in entering into this Agreement, you agree that we may at our discretion use the Delivery Versus Payment exemption as permitted by the CySEC Client Money and Assets Rules. The Delivery Versus Payment exemption essentially allows us to disapply the CySEC Client Money and Assets Rules relating to your money or assets for a short period of time when settling your transaction within a Commercial Settlement System, subject always to Applicable Law.
7.5. Investments held for you in custody will be used to settle your sale Transactions. Otherwise, in respect of all sale Transactions you:
- confirm that, at the time of placing an order to sell, you own the relevant investments; and
- will immediately arrange for delivery to us of the certificates and transfer forms signed by the shareholder for such Investments, at the latest by the contracted settlement date, otherwise, payment to you may be delayed.
8. Deposits and Withdrawals.
8.1. You have the right to deposit and withdraw money to your Account via the methods specified on our Website. We have the right to restrict the available methods at any point in time. Please note that depending on the method, there might be specific conditions for the deposit to take place. You are obligated to log in to our Website via your username and password before issuing a Payment Instruction. Please note that for any deposits and/or withdrawals, you are obliged to use only a bank account, card or another type of account belonging to you.
8.2. Bank deposits from third parties to your Account shall not be accepted at any point in time. You should transfer money to Your Account only after signing an agreement with Us and receiving a username and password to access the Trading Platform.
8.3. Submitting a withdrawal request can be done by logging in to your account on the Website. Please note, it may take up to 3 (three) business days to process your request. You shall have the right to withdraw money from your Account up to the amount of the Free Funds. No payments to third parties from your Account shall be allowed.
8.4 You acknowledge that by default, the withdrawal of any portion of the Free Funds will be executed via the same method and to the same source as the one we originally received the funds from. There are certain situations where an exception might be made for a withdrawal to be executed to a payment method different from the one used for a deposit, but those are subject to approval by Us. You will be required to provide Us with all evidence requested by Us that the new payment method is in your name.
8.5. You might not be able to withdraw the proceeds of the sale of shares from your account unless and until the sale has settled on the settlement date (usually at T+2). Notwithstanding the latter, we may, at our absolute discretion in limited circumstances, after receipt of a request from you, allow withdrawal of little amounts. Proceed of sale of shares held in your Account can be used before settlement date for the purposes of buying more shares.
8.6. You consent that whenever you confirm a withdrawal, Trading 212 will use a specific payment intermediary or bank to process your withdrawal as per your Payment Instruction. The payment intermediary or bank may hold the withdrawal amount while the payment transaction is being processed, which means that the withdrawal amount will no longer be considered Client Money.
8.7. We may request additional information and/or documentation to verify the legitimacy of any Payment Instruction request. We may delay or refuse to process a Payment Instruction where we have reasonable grounds relating but not limited to:
- the authenticity of the instruction provided;
- the suspected unauthorised or fraudulent use of your Account;
- the validity of the nominated bank account supplied; or
- legal or regulatory requirements.
You hereby agree that under such circumstances, there may be a delay in the processing of your Payment Instruction.
8.8. You hereby undertake to inform Us every time a card used by You to make deposits to your Account has been blocked, deactivated or otherwise suspended. Save for cases where a card has expired, we shall not be liable if we should satisfy Your withdrawal request by way of paying money back to a card that has been blocked, deactivated or otherwise suspended without Your prior notification thereof.
9.1. You shall place Orders via the Trading Platform, after logging in with your username and password.
9.2. If you need to contact us for any reason in relation to this Agreement, please do so: by post to Trading 212 Markets Ltd., 18 Santorinis, 4004, Limassol, Cyprus; or by telephone: +357 25 343222; or by the Chat button on the website www.trading212.com and on the trading platform; or by email: firstname.lastname@example.org.
9.3. We may contact you and give you any notices in connection with this Agreement by post, telephone,or by electronic means using the latest address, telephone number or electronic mail address which you have provided. You hereby consent to us providing you with information through a durable medium other than paper and to us providing information that is not addressed to you personally by means of the Company’s website.
9.4. In order to assist us in monitoring compliance with Rules relating to conduct, to avoid misunderstandings and/or for other training or compliance purposes, we may monitor telephone conversations, email and other communications, and will create and keep a sound recording of calls.
10. Placing an Order to Deal.
10.1. We will treat each Order you place for the share dealing services as an offer to purchase services subject to this Agreement. We may, in our reasonable discretion, refuse to accept any Order or instruction from you or we may accept your Order subject to certain conditions or we may, acting reasonably, refuse to proceed with an Order that we have accepted (including but not limited to situations where we are unable to execute your Order due to restrictions with our executing brokers or other third parties, trading venues or due to unusual market conditions). If we do this, we will make all reasonable efforts to facilitate sales and to notify you in writing unless we are prevented from doing so by law.
10.2. By placing an Order for the purchase of Investments, you agree that you will have sufficient funds in your account on the date when you are required to make the payment to settle the trade. We may accept the Order even if there are not sufficient funds at the point of placing the trade.
10.3. You may give us instructions to automatically buy or sell Investments in the market at a price predetermined by you (a "Limit Order"). In the case of a Limit Order to sell, your order will be executed if the price obtainable in the market is equal to or higher than the price you have set. In the case of a Limit Order to buy, your Order will be executed if the price obtainable in the market is equal to or lower than the price you have set. You are responsible for cancelling any Limit Order instructions set on stocks that you wish to withdraw.
10.4. Market conditions can affect the time it takes to execute Limit Orders, Stop Orders and Market Best Orders and all orders are executed in due turn. We cannot guarantee that a Limit Order or a Stop Order will be executed even if the limit or stop price is reached. We do not accept any liability for any actual or potential loss you may suffer if there is a delay in execution. Market conditions may result in the execution of a Stop Order being at a price above or below the stop price. We may also introduce restrictions on a temporary basis regarding a certain type of Order (e.g. Limit Order, Stop order and/or Market Best Order) in certain or all Investments.
10.5. If you place a Limit Order or Stop Order in respect of an Investment in respect of which trading is suspended or has a corporate action before execution or if your account is suspended we may, but are not required to, cancel the pending Order.
10.6. If you place a Stop Order that is higher than the normal market size and the price at which it is to be executed is significantly different from the stop price, we will still proceed to execute the order.
10.7. We will publish your Limit Order if it relates to shares admitted to trading on a Regulated Market and that order cannot be immediately executed under prevailing market conditions unless you expressly instruct otherwise.
10.8. Once accepted by us, an Order or a Pending Order cannot be amended. If you would like to amend an Order or a Pending Order that you have already placed, you have to cancel it (before it has been executed) and make a new one. We reserve the right to amend or cancel your Order or Pending Order due to market circumstances.
10.9. You acknowledge and accept that there may be a delay in the execution of an order because all orders are executed strictly by reference to time of receipt. In particular, an order received when the relevant exchange is closed or not on a Business Day will not be executed until after it next re-opens. We will present that Order for execution when the exchange next reopens or, if a large number of orders have been received while the market is closed, as soon as reasonably practicable after the exchange next re-opens.
10.10. You acknowledge and accept that the market price of any Order placed by you in response to, and within the timescales given for acceptance of, a fixed quotation may, in certain market conditions, have moved during the time between our sending/giving the fixed quotation to you and the execution of your order. In these circumstances, the Market Maker or another third party who has provided the quotation to us is not obliged to honour the indicative price you have received. If the Market Maker or other third party does not honour the price, we will reject your Order. Such movement in price may be in your favour or against you.
10.11. When carrying out your Order, we may incur additional reasonable expenses and we are unable to contact you to tell you about these after reasonable efforts to do so. You accept that we may proceed to execute your Order and incur those expenses which will then be payable by you.
10.12. For each Transaction, you shall receive a quote from the Trading Platform. The quote shall only be valid until replaced by a new one, which shall happen automatically on the Trading Platform.
10.13. Neither of us can cancel the execution of an Order if the Order is executed at a valid quote price and you have confirmed that you want to “buy” or “sell” the desired quantity of the relevant Investment.
10.14. You can place an Order, as long as the value of the Order does not exceed 95% of the available funds in your account. Regardless of this, you can still end with a negative balance on your account in cases of sudden market volatility, where the price would drastically change between the time of giving the order and its execution. Should such a change occur and your obligation to settle exceeds your available funds, you will remain liable to settle the Deal in full.
10.15. Market conditions can cause temporary delays to the execution of Orders. It is the client’s obligation to make sure that any earlier pending Order(s) is/are cancelled before placing a new Order in the same Investment. We do not accept any liability for any actual or potential loss you may suffer if this occurs.
10.16. You are not permitted to Short Sell. This means that you cannot give us an Instruction to sell an Investment that you do not own at the time of the sale and that is not held on your account whether settled or unsettled at the time of sale.
10.17. When using Equity Value Order to place a "buy" order the sum that will be invested will be used to cover both the price of the financial instrument/s and any applicable tax, governmental or administrative levy and fee or other liabilities. When using Equity Value Order to place a "sell" order additional quantities of the financial instrument/s might be sold to cover any applicable tax, governmental or administrative levy and fee or other liabilities. Specific cost details will be provided to the Client within the order review window.
10.18. You accept that some small and micro-cap shares trade on highly illiquid markets, or by way of an auction or other non-standard bidding process, which may cause delays in executing Orders in such financial instruments. In these circumstances, you agree that Trading 212 will process your Order as soon as is reasonably possible. Trading 212 will not be liable for any financial losses, perceived or actual, that you may suffer as a result of these delays.
10.19 Trading 212 may temporarily, at its sole reasonable discretion, introduce or amend the minimum or maximum size of any Order in any Investment. We will exercise our best efforts to provide you with the possibility to close the entire investment, which was affected and to notify you of any such restrictions beforehand.
11. Fractional investing.
11.1. Trading 212’s Fractional share program allows you to purchase securities in monetary amounts rather than share quantities. The benefits of fractional shares is that it provides extensive diversification for relatively small investments, but you should be aware of the unique features, risks and limitations prior to participation in Trading 212’s Fractional Share Program. This is noted in our Risk Disclosure document.
11.2. Fractional Order. If you place an Order for a share (which Order is denominated in a certain monetary amount), and that monetary amount is not enough to buy one or more shares, you may only have enough money to acquire a fraction of a share. In order to give effect to your Order, Trading 212 will enter into a Fractional share transaction with you in terms of which the Underlying Reference Instrument will be a percentage of the share specified in your Order.
11.3. Rounding. Trading 212 rounds all fractional holdings to eight decimal places. For all notional based Orders, your transaction will never exceed the order amount. Rounding may also affect your ability to be credited for cash dividends, stock dividends and stock splits. For example, if you own 0.00000001 shares of stock that pays a one cent dividend per-share, we will not credit your cash balance a fraction of a cent. In carrying out rounding, we will use reasonable endeavours to get as close as possible to your Order, however, we shall not be liable for any loss or damage suffered or incurred by you arising out of or in connection with such rounding, save to the extent directly attributable to our negligence, fraud, wilful default, breach of contract or breach of the CySEC Rules.
11.4. Limit Orders. Limit orders in Fractional shares are not yet available.
11.5. Trade Capacity and Execution. Trading 212 will comply in all respects with “best execution” on all orders executed through the Trading 212 in line with its regulatory requirements. This means that execution will be based on a price no worse than the prevailing bid/offer on the reference exchange as of the time of your order, for all full share and fractional share components of a transaction. Any order greater than one share that includes a fractional share component will be executed in a mixed capacity. Trading 212 will act in either a principal or riskless principal capacity with respect to the fractional share components of the transaction. If you enter an order solely for a fractional share, Trading 212 will execute your trade over-the-counter, matching it internally based on a price no worse than the prevailing bid/offer on the reference exchange as of the time of your order. Orders entered outside of regular trading hours cannot be executed.
11.6. Entitlement. If you hold fractional entitlements, you will have the sole beneficial interest to the entitlement. Any dividend payable to you will be on a pro-rata basis to reflect your fractional entitlement (we will hold these on your behalf in line with the CySEC Rules (see section 12 below). We will not exercise any voting rights and/or action in relation to such fractional entitlement. The firm does not restrict in any way any rights you would otherwise have over the securities and funds in your Trading 212 account, including any fractional shareholdings.
11.7. Transfer of Fractional Shares. Fractional shares are not transferable. If you close your account or transfer your account to another firm, the fractional shares held in your account will need to be liquidated. Similarly, Fractional shares cannot be put into certificate form and mailed. Liquidations of fractional shares may result in additional charges.
12. Client money.
12.1. Any money held on your behalf by us that qualifies as client money for the purposes of the CySEC Client Money Rules will be dealt with in accordance with those rules and held and safeguarded in a segregated bank account alongside the money of our other clients.
12.2. All due skill, care and diligence will be exercised in the selection, appointment and periodic review of any third party bank with whom your money is placed. we will not be responsible for any acts, omission or default of the third party bank.
12.3. You agree that we will not pay you interest on any client money held by us.
12.4. In the event that there has been no movement on your account balance for a period of at least six years and we are unable to trace you despite having taken reasonable steps to do so, you agree that we may cease to treat your money as client money.
12.5. Where appropriate, you authorise us to allow another person such as an exchange, clearing house or intermediate broker to hold or control your client money for the purposes of your Transactions on your behalf through or with that other person.
12.6. In the event of our failure (for example due to insolvency), any money held in a client money account by third parties will be segregated from our other assets and will not be available to our creditors. However, in the event of failure (for example due to the insolvency) of a third party, as your client money will be held with other customers' money in a pooled client money account, in the event that the third party bank holding the money defaults and there is a shortfall, you will share proportionately in that shortfall with other creditors of the bank where your client money is deposited.
12.7. We may hold client money in a client bank account located in a jurisdiction outside the EU. The legal and regulatory regime applying to any such bank will be different from that of the EU and in the event of the insolvency or any other equivalent failure of that bank, your money may be treated differently from the treatment which would apply if the money was held with a bank in the EU.
12.8. Your money will cease to be Client Money when it is paid to you or to one of your duly authorised representatives; or paid to a third party on your instructions, or paid to us when money is due and payable to us.
12.9. We will take all the necessary steps to ensure that the clients’ funds are safeguarded. Specifically, We will:
- maintain records and accounts enabling us at any time and without delay to distinguish funds held for one client from funds held for any other client and from our own funds;
- maintain records and accounts in a way that ensures their accuracy and in particular their correspondence to the funds held for our clients and that they may be used as an audit trail;
- introduce adequate organisational arrangements to minimise the risk of the loss or diminution of client funds, or of rights in connection with those funds, as a result of misuse of funds, fraud, poor administration, inadequate record-keeping or negligence;
- introduce arrangements to ensure that clients’ funds are safeguarded in the case of insolvency;
- appoint a single officer of sufficient skill and authority with specific responsibility for the safeguarding of client funds.
12.10. Unless otherwise agreed with you in writing, the Company will deal with any funds that we hold on your Account in accordance with the relevant provisions of “Safeguarding the Clients’ Money” that are provided in the applicable CySEC’s legislation. All amounts handed over by the Client to the Company or which the Company holds on behalf of the Client, for the provision of Investment Services, shall be held in the name of the Client and/or in the name of the Company on behalf of the Client in a Client Bank Account. This means that your funds will be segregated from our own money and cannot be used in the course of our business.
12.11. We may hold your money and the money of other Clients in the same Client Bank Account (omnibus account). In this case we are able to identify your money through our back office and accounting system.
12.12. The Company aims to hold your money only in EEA regulated financial institutions which employ and have Client Money rules similar to ours and which are supervised by regulatory authorities of equivalent status to ours. In the unlikely event that we may hold Client Money outside the EEA, the legal and regulatory regime applying to any such financial institution will be different from that of the EEA and in the event of the insolvency or any other analogous proceedings in relation to that financial institution, your money may be treated differently from the treatment which would apply if the money was held with a financial institution in an account in the EEA.
12.13. We do not hold Clients’ Money in unregulated financial institutions. We may, however, pass on Clients’ Money to any regulated third party (e.g. a bank, a market maker or liquidity provider, merchant, e-wallet, intermediate broker, OTC counterparty or clearing house) to hold or control in order to effect a Transaction through or with that person or to satisfy your obligation to provide collateral (e.g. initial Margin requirement) in respect of a Transaction. We carry out annual risk assessments of all regulated third parties we work with but have no responsibility for any acts or omissions of any regulated third party to whom we pass money received from you. The regulated third party to whom we pass money may hold it in an omnibus account and it may not be possible to separate it from our money, or the third party’s money depending on the third party’s regulatory provisions. In the event of an insolvency or any other analogous proceedings in relation to that regulated third party, we may only have an unsecured claim against the regulated third party on behalf of you and our other Clients, and you may be exposed to the risk that the money received by us from the regulated third party is insufficient to satisfy the claims of you and all other Clients with claims in respect of the relevant account. The Company accepts no responsibility for any funds not deposited directly into the Company’s bank accounts, for losses (directly or as a result of) due to delays and/or failures to deposit/remit funds through affiliated and/ or third parties.
12.14. As long as the Margin required on the Client’s Account for maintaining her open Transactions with the Company the Client agrees that the Company has the right to transfer ownership of this Margin from the Client to the Company, to be maintained by the latter as security and be returned by the Company to the Client on closing of the Client’s Transactions. In this case, the Margin will be considered as a debt due by the Company to the Client and not as Client Money therefore it could be used by the Company subject to the repayment obligation.
12.15. Client Money is kept off balance sheet and cannot be used to pay back the Company’s creditors in the unlikely event of the Company’s default. In addition, the Company will not be liable for any failure or insolvency of any bank and/or financial institution in which Client Money is held, however, applicable investor compensation or deposit protection schemes may protect a proportion of the money in default.
13. Client assets.
13.1. You instruct us to hold any Investment bought on your behalf until we receive further instructions from you to sell that Investment. We will hold Investment on your behalf in accordance with the CySEC’s Client Assets Rules.
13.2. We may, subject to the CySEC’s Client Assets Rules, appoint any other third party to hold your Investments, including documents of title or certificates evidencing title to such Investments. We will exercise reasonable skill and care in the selection, appointment and periodic review of such third parties but we are not liable for their acts, omissions, insolvency or dissolution. Any discrepancy in terms of client assets and any resulting shortfall will be dealt with in accordance with the CySEC Client Assets Rules.
13.3. A third party holding your Investments may have a security interest, lien or right of set-off over your Investments, which are not settled as per Clause 7. This may be required by applicable laws to such a third party in the jurisdiction where your Investments are held or may be imposed by the third party as security for the fees it charges for holding your investments. In the unlikely event that a third party exercises its rights over such unsettled Investments, Trading 212 will be liable to You for all and any such Investments.
13.4. You hereby authorise us to hold your Investments in safe custody (or appoint a custodian to do so), to transfer securities from your account to meet sales effected for your account, to accept offers, or undertake other matters in relation to your Investments covered by this Agreement.
13.5. Detailed records of all your Investments and assets held by us will be kept at all times to show that your Investments are held on your behalf, for your benefit and do not belong to us or any sub-custodian.
13.6. Investments purchased by us on your behalf or transferred to us will be registered in the name of a nominee company or our name or a sub-custodian. We will be responsible and liable for our nominee to the same extent as for our own acts, including losses arising from fraud, wilful default or negligence.
13.7. Whenever your Investments are registered in the name of a Nominee company nominated by us, that Nominee will hold them on trust for you. This means that you are the beneficial owner of the Investments. Any Investments held by a Nominee will be held in an omnibus account.
13.8. Your Investments will be registered in the same name as those of other clients (pooled together with other clients’ Investments in an omnibus co-mingled custody account, like with like). This means that Investments will not necessarily be immediately identifiable by way of separate certificates. If we or our third-party nominee were to become insolvent there may be delays in identifying individual assets, and possibly an increased risk of loss if there should be a shortfall because additional time will be needed to identify the assets held for specific clients. In addition, in the event of an unreconciled shortfall caused by the default of a custodian, you may share proportionately in that shortfall.
13.9. You authorise us and any custodian or sub-custodian to hold or transfer Investments (or entitlements to them) to a securities depositary, clearing or settlement system. Investments that cannot be settled through a central securities depository system may be held overseas by a third-party (including custodian, sub-custodian, registrar, bank, intermediate broker, or settlement agent) in the name of Trading 212 Markets Ltd. or a third-party nominee.
13.10. You agree that because of the nature of applicable laws or market practices in certain overseas jurisdictions, we may decide that it is in your best interest for your Investments held with us to be registered or recorded in our name or in the name of the person who is a custodian for the purposes of the CySEC Rules, and if it is not feasible for us to do this, then:
- your Investments may be registered or recorded in the name of the firm or custodian as the case may be;
- your Investments may not be segregated and separately identifiable from the Investments of the firm or custodian in whose name your investments are registered; and
- as a consequence, in the event of a failure, your Investments may not be as well protected from claims made on behalf of our general creditors. You should note that when we arrange for a third-party to hold your Investments overseas there may be a different settlement, legal and regulatory requirements than those applied in the EU.
13.11. You will not be entitled to any interest in respect of Investments held by us as custodian and any interest will be retained by us.
13.12. We may be required to give your details (including your email address) and details of your shareholding to Companies House or registrars.
13.13. In the event that we have not received instructions from you in relation to any of the Investment held in your account (e.g. to purchase, sell or move the assets) for a period of at least twelve years (notwithstanding any receipts of dividends or interest or similar items and irrespective of any movement of your account balance) and we are unable to trace you despite having taken reasonable steps to do so, you agree that we may cease to treat your assets as client assets.
13.14. Trading 212 will not facilitate the transfer of Investments to another firm. The Investments held in your account will need to be liquidated and cash can be transferred to another firm. Similarly, any Investments held with another firm cannot be transferred to your account with Trading 212 but cash can be transferred instead. Investments cannot be put into certificate form and mailed. Liquidations of Investments may result in additional charges imposed by third parties (this can include, but not limited to government fees and levies, bank charges, etc.)
14.1. If applicable You shall pay our charges and/or commissions details of which are set out in the Trading terms Table and may be amended from time to time by written notice from us to you.
14.2. Charges due to us shall be due immediately upon our demand which may be oral or in writing unless otherwise agreed and shall be paid by you as stated on Confirmations and periodic Statements and such charges may be set off against any payment due from us to you. You agree and understand that any other obligation and liability towards us is subject to unilateral set-off from your side going back to the beginning of our contractual relationship.
14.3. You acknowledge that Zero commission will be subject to any applicable tax, governmental or administrative levy, and fee or other liabilities, charges, costs and expenses payable in connection with the transactions effected on your behalf.
14.4. You agree that Trading 212 will not be liable for any additional fees you may be charged by any bank, credit card provider or other third party financial services provider, which you use for the transfer of funds to and from us.
15. Risk warnings.
15.1. There are risks involved with use of the Share Dealing Services, including investment risk caused by the fact that the value of your investments will change over time.
15.2. The value of your investments and the level of any income from them can go down as well as up. You may not get back the full amount you have invested. You should also remember that past performance of investments is not an indication of how those investments might perform in the future.
15.3. Certain investments may not be readily realisable. You may have difficulty selling these investments at a reasonable price and in some circumstances, it may be difficult to sell them at any price.
15.4. The potential for profit or loss from transactions on foreign markets or in foreign denominated contracts will also be affected by fluctuations in foreign exchange rates.
15.5. Our Risk disclosure statement available on our website is intended as a general description of risks associated with our specific products and services and may not identify all possible risks. You should always satisfy yourself that the Services or Transactions are suitable and appropriate for you in light of your specific circumstances.
16. Market Abuse.
16.1. You shall not act in any way other than in the normal course of business, or seek to manipulate the relevant financial market and/ or the Company’s trading platform, including but not limited by entering into a transaction which may qualify as:
16.1.1. Market abuse (such as an insider trading or abusive use of confidential information) or any similar practices which may qualify as market abuse; Insider trading is a criminal offence for which you can be prosecuted, fined and imprisoned.
16.1.3. Acting in concert with a third party or similar abusive or manipulating way of using the Trading Platform;
16.1.4. Platform abuse, price manipulation, time manipulation or similar practices.
16.1.5. Exploiting errors in prices
16.2. The confirmations set out in clause 16.1 are made by you on the date of this Agreement and are deemed to be repeated on each day this Agreement is in full force and effect In case of any breach, We shall have the right to cancel or void any Order or trade made in violation of clause 16.1 (regardless of whether the position is still open or closed), to close your Account and to terminate the Agreement. In such a case, we shall not be held liable for any damages incurred by you.
17. Conflict of Interest.
There may be limited circumstances in which a conflict exists between your interests and those of us or our other clients. To mitigate and control these conflicts we have drawn up a Conflict of Interest Policy. A summary of this document is provided separately, although you may request a copy of the full policy at any time by contacting us.
18. Execution Policy.
18.1. In accordance with the CySEC Rules, we have implemented an Execution policy which sets out the sufficient steps that we will take in order to obtain the best possible result for our customers. Information on our execution policy can be found on our Website.
18.2. You hereby consent to the terms of the Execution Policy and the disclosure will apply where we are executing or transmitting Orders on your behalf.
18.3. We may aggregate your Orders with those of other customers Sometimes, such aggregation may mean that you obtain a less favourable price.
19. Electronic Trading Platform.
19.1. You shall instruct us to deal for you electronically via our Trading Platform.
19.2. We will endeavour to execute all eligible Instructions to Deal as soon as reasonably practicable.
19.3. Where a delay occurs because we are unable to interact with the relevant market for any reason, we will attempt to execute your Instruction to Deal as soon as reasonably practicable.
19.4. We may be required to cancel a Transaction if requested by an Exchange or may be required to cancel an Instruction to Deal if requested or recommended by an Exchange and you agree to use all reasonable endeavours to assist us in this regard.
19.5. You acknowledge that all proprietary rights in the Trading Platform are owned by us or by any applicable third-party licensors or service providers selected by us, and are protected under copyright, trademark and other intellectual property laws and other applicable law.
20. Voting Rights, Interest, Dividends, and Corporate Actions.
20.1. It may be possible for you to participate in a Corporate Action (including but not limited to dividends, voting rights, exercise of any conversion or subscription rights or other types of Corporate Actions attached to Investments we hold on your behalf). We will exercise our best efforts to inform you of such Corporate Actions but we cannot guarantee the timely delivery or correctness of any information provided by us with regards to such Corporate Actions. We are not obliged to but we may arrange for your participation in such Corporate Actions. We do not accept any liability for any actual or potential loss you may suffer if we are unable to facilitate your participation in any Corporate Action.
20.2. We will be responsible for claiming and receiving dividends, interest payments and other income payments accruing to your Investments we hold on your behalf.
20.3. You shall be solely responsible for providing us with your instructions in respect of clause 20.1 and 20.2 above but if we are unable to obtain your instructions we may, without incurring any liability, use our judgement and act as we think fit in your best interest.
20.4. As a result of corporate actions you may be allocated fractional shares. Trading 212 will aim to provide them as fractional shares, however, if that is not possible for any reason Trading 212 will pay a cash equivalent of your fractional shares to your trading Account.
20.5. In the case of Corporate Actions, you understand and accept that the terms and delivery date of the Corporate Action can be subject to immediate change without notice due to changes made by the issuer or any other entity involved in the Corporate Action. You accept that any Corporate Action can be amended, withdrawn or cancelled at any time. You acknowledge and accept that these changes are beyond the control of Trading 212, who will not be liable for any financial losses, perceived or actual, that you may suffer as a result of these delays.
20.6. In the event of a stock split, you acknowledge and accept that Trading 212 may be unable to apply the split to fractional investments. In these circumstances, you accept that Trading 212 may offer to pay you a cash equivalent of your holding at the time of the stock split as an alternative, which may result in you no longer holding shares in the affected securities. You accept that Trading 212 is under no obligation to obtain your consent prior to taking this action.
20.7. In the event of a merger, spin-off, or special stock dividend, We will exercise our best efforts to provide you with the new stock. However, this may not be possible in certain situations, for instance, due to the omnibus structure of the custody account or technical reasons. You consent that in such situations, the relevant corporate action will be paid in cash to your Account.
21. Dividend Reinvestment.
21.1. We allow for dividends on stocks in your account to be reinvested and it can be done automatically if you instruct us to do so. Dividends on stocks will only be reinvested in the same stock where the dividend originated from. Instructions to reinvest dividends will not be carried out if your account has been suspended or restricted by us in accordance with this agreement.
21.2. You will receive the maximum whole number of shares or fractions of a unit which can be bought on your behalf. If your whole stock is sold before the dividend payment date, no reinvestment will take place and the whole of your dividend will be paid in cash to your account.
21.3. Dividend reinvestment will take place as soon as reasonably practicable following payment of the dividend to your account. We reserve the right to delay or postpone investments where there is insufficient liquidity in the market and in certain circumstances (e.g. if the relevant eligible investment is not available, in extreme market conditions, for operational reasons or due to a system failure or malfunction). We will not be responsible for any loss which you may incur as a result of such market movements.
21.4. The number or value of stocks you will receive for each dividend that is reinvested will depend on:
- the amount of your cash dividend, which is based on the number of existing stocks of that type you hold at the relevant dividend record date multiplied by the dividend payment amount;
- the market price at which the new stocks are bought; and
- the dealing costs and stamp duty reserve tax for the purchase of the new stocks.
22. Securities lending.
22.1. During the account opening process or at a later stage You have provided Your explicit consent to lending shares held in Your account to Trading 212, on the terms set out in this clause 22.
22.2 Although you have provided explicit consent and therefore we have the right to borrow your shares, We do not guarantee, agree, or undertake to borrow your shares. This means that we may borrow a proportion of the shares in your Account, or may not borrow any shares in your Account, depending on the market demand for share lending. You will be able to see information about whether we have borrowed your shares on the platform, including end-of-day information on what percentage of your shares (per instrument) have been lent to us.
22.3 When You lend your shares to Trading 212, We shall at all times act as Your counterparty and are obligated to redeliver shares to you. You will not receive fees or payment for lending your shares to Us.
22.4 Trading 212 will on-lend the shares which You lend to Us by entering into back-to-back lending arrangement with a reputable third party. The reputable third party will be the counterparty (the “Borrower”) to Us and as such will have the obligation to redeliver the shares which we lend to the Borrower to us. We will receive fees or payment for lending shares to the Borrower. Such fees are due to us only.
To mitigate the risk of the Borrower being unable to redeliver the shares lent to us and us redelivering the shares to you, We require the Borrower to provide Us with collateral, and the same collateral will be held in a segregated account for You together with the collateral for other clients of Us, (in the form of US Treasury Bonds) to the amount of at least 102% of the value of the shares lent. The collateral will be held with a reputable third party. We require the Borrower to monitor all collateral which it provides to us, and similarly We will monitor all collateral which is held for You, on a daily basis, to ensure that the collateral's value is equal to or more than 102% value of the shares lent. This is to help ensure that Trading 212 meets its obligations to You at all times.
22.6 Notwithstanding the back-to-back lending arrangement, and as stated above, You will still hold a claim towards Trading 212 with respect to the lent shares and You would retain the legal right of redelivery against Trading 212. However, We will not hold the shares which you purchased in custody for you, as the shares will be on-lent to the Borrower. We will instead hold collateral for you as mentioned above. The shares lent will be allocated by Trading 212 in its administration to one or more customers (who have given their express consent to securities lending) pro-rata to the customers' holdings in such shares.
22.7. The securities lending arrangement will not affect your ability to sell your shares at any time, in the same manner as trading any other shares in your Trading 212 account.
22.8. When You lend your shares to us and we lend the shares to the Borrower, You will continue to be the beneficial owner of the shares and You continue to have the market exposure inherent to beneficial ownership of the shares (i.e. if the share price increases while you hold the shares but are lending them out, your equity in the position will increase. If the price goes down, your equity will decrease).
22.9. Shares that you lend to us and which we lend out to the Borrower are generally recalled from the Borrower before ex dividend date in order to capture the dividend. Where the recall does not take place, we will be entitled to a payment from the Borrower, and you will be entitled to a payment from us, equivalent to the dividend you would otherwise have received. Please note that the aforementioned payment may have different tax implications. You remain responsible for any and all tax obligations that may arise in connection with the aforementioned payment.
22.10. With respect to shares lent, voting rights will be held by the Borrower, although the Borrower will be required to account for the benefit of corporate actions such as rights or bonus issues. This means that You may not be able to exercise all voting rights related to any shares lent. You will receive any other rights and distributions made on loaned shares.
22.11. We have systems and controls in place to ensure that only shares belonging to clients who have given prior express consent can be used for share lending. If You no longer want to participate in Share Lending You will have to terminate this Agreement or have a Sell-only Limitation placed on your account and close all of your current positions. Any positions left open would still be eligible for Share Lending.
23. Client’s Account.
23.1. The Client shall open an Account with the Company to be able to trade in shares offered by the Company.
23.2. The Client does not intend to use her Account for payment of transactions to third parties.
23.3. In order to open an Account, a Client needs to fill out the online application form, which can be found in the Company’s website. At the end of this form, the following documents must be uploaded:
- Identification document (e.g. Passport or ID card). For an identification document to be considered valid needs to CLEARLY INDICATE photograph, signature, personal details, issue and expiry date place and date of issue, and serial number; and
- Proof of address (e.g. utility bill, current local authority tax bill, etc). For a proof of address to be considered valid, it needs to be dated within the last 6 months.
The above list of documents is not exhaustive. The Company reserves the right to request additional information and/or documentation if this is deemed appropriate to satisfy any legal or regulatory requirement.
23.4. If the Client is unable to upload these documents, the documents can be sent via email following the submission of the online application form. In the event that the Client cannot send the necessary documents by email, the Company will accept them by post, however, email still remains the preferred method. The Client will not be able to enter into any transaction of trading nature and his trading account will be placed in a read-only mode until his KYC documentation is provided to the Company and his trading account is approved.
23.5. If the Client has opened more than one Invest Account, the Company shall be authorised to consider and treat these different Invest Accounts as a single unit. Among other rights that the Company has in the way of handling these Invest Accounts, is the transferring of funds between Invest Accounts to cover possible negative balances, of any of these Invest Accounts, without this affecting in any way the right of the Company to terminate the Invest Account or close all Client’s open positions.
24. Investor Compensation Fund.
24.1. The Company is a member of the Investor Compensation Fund, a governmental deposit protection scheme with the purpose to guarantee the Clients of CIFs in case the Company defaults on its obligations to refund the Client’s Account balance, when this is requested by the Client.
24.2. For more information on the operation of this scheme, please refer to the relevant document in our website.
25.1. The Company, its Associates and service providers may collect, store and process information obtained from the Client or otherwise in connection with the Agreement and the Transactions for the purpose of complying with FATCA or other Applicable Laws, Rules and/or Regulations, including disclosures between themselves and to governmental authorities. The Client acknowledges that this may include transfers of information to jurisdictions which do not have strict data protection, data privacy laws or banking secrecy laws, inside or outside of the EEA. The Client shall ensure that, before it or anyone on its behalf discloses information relating to any third party to the Company, its Associates or service providers in connection with this Agreement or any Transactions that said third party has been provided with such information and given such consents or waivers as are necessary to allow the Company, its Associates and its or their agents and service providers to collect, store, process and disclose his, her or its information as described in this clause.
25.2. By accepting this Agreement, you authorize us to provide, directly or indirectly, to any relevant tax authorities or any party authorised to audit or conduct a similar control of the Company for tax purposes information obtained from the Client or otherwise in connection with the Agreement and the Transactions and to disclose to such tax authorities any additional information that the Company may have in its possession that is relevant to your Account.
26. Common Reporting Standard (“CRS”).
26.1. The CRS provides for the annual automatic exchange of financial account information between participating jurisdictions. Such financial institutions, one of which is the Company, need to submit the relevant information to their local tax authorities who will then forward it to the respective foreign tax authorities.
26.2. For the above purposes, and similarly to FATCA, the Company, its Associates and service providers may collect, store and process information obtained from the Client or otherwise in connection with the Agreement and the Transactions for the purpose of complying with CRS or other Applicable Laws, Rules and/or Regulations, including disclosures between themselves and to governmental authorities. The Client acknowledges that this may include transfers of information to jurisdictions which do not have strict data protection, data privacy laws or banking secrecy laws, inside or outside of the EEA. The Client shall ensure that, before it or anyone on its behalf discloses information relating to any third party to the Company, its Associates or service providers in connection with this Agreement or any Transactions that the said third party has been provided with such information and given such consents or waivers as are necessary to allow the Company, its Associates and its or their agents and service providers to collect, store, process and disclose his, her or its information as described in this clause.
26.3. By accepting this Agreement, you authorize us to provide, directly or indirectly, to any relevant tax authorities or any party authorised to audit or conduct a similar control of the Company for tax purposes information obtained from the Client or otherwise in connection with the Agreement and the Transactions and to disclose to such tax authorities any additional information that the Company may have in its possession that is relevant to your Account.
27. MiFIR Transaction Reporting.
Where we are required under Applicable Law to report your transactions to the CySEC or any other Competent Authority, you need to provide us with your Legal Entity Identifier (LEI) (for corporate clients only) or your national identity card number or such other information as we may require to determine your national client identifier, before you can place Orders via our Platform or through our dealing room.
28. Data Protection.
28.1. You acknowledge that your personal data as defined by the General Data Protection Regulation may be processed by us for the purpose of providing you services under this Agreement. You consent to the processing of your personal data in this regard.
28.2. The personal data collected may be transferred to and stored at destinations outside the European Economic Area.
28.3. Under the Data Protection Regulation, you have the right of access to your personal data. If anything is inaccurate or incorrect, please let us know and we will correct it. For further details on how to request a copy of your information, please contact us.
28.4. We are required to identify and verify the identity of our clients, and, in certain circumstances, those of other persons such as directors or beneficial owners, in accordance with the Money Laundering Regulations 2017, and to keep that information updated. We have undertaken a risk-based approach to this process, which might require obtaining among other things, documentary proof of your name, date of birth and address. You shall agree that we may make checks using online electronic verification systems or other databases as we may decide. You shall agree that we may, including by applicable laws, use additional online electronic verification tools that might request among other things further details, documents, photo and video evidence from yourself. If you cannot satisfactorily prove your identity, you may not be able to open an account with us or may have to close your existing account. We may also report to official agencies any information which may come to our attention which gives rise to money laundering or terrorist financing concerns. We may be prohibited from notifying you of any report we may have to make or from either confirming or denying that a report has been made. If we submit a report to the Unit for Combating Money Laundering (MOKAS) or analogous authority, we may be prohibited from continuing the provision of Services to you while the authorities undertake their own investigations; and we may be ordered to stop providing Services altogether. In those circumstances, we shall not be able to accept responsibility for any resulting loss or inconvenience.
29. Event Default.
29.1. Each of the following constitutes an ‘Event of Default’:
- you default in any payment or other obligation you may have to us;
- any bankruptcy, winding-up, administration or similar petition be filed by or against you;
- notice be given of a general meeting of your creditors or any similar event;
- you die or become of unsound mind;
- any event beyond our control occurs in the country in which you are normally resident which, at our sole discretion, makes it desirable for the protection of Trading 212 to treat the same as an Event of Default;
- any termination or suspension or loss of any relevant regulatory authorisation;
- any representation or warranty made under this Agreement proves or becomes false or misleading in any material respect;
- we consider it necessary or desirable for our own protection or to prevent what we consider is or might be a violation of any Applicable Law or good standard of market practice or any action is taken or event occurs which we consider might have a material adverse effect on your ability to perform your obligations under this Agreement;
- any event of default (howsoever described) occurs under any other agreement between us.
29.2. At any time following the occurrence of an Event of Default, we may by written notice to you, terminate this Agreement immediately.
30. Force Majeure.
30.1. Whilst we endeavour to comply with our obligations in a timely manner, we shall incur no liability whatsoever for any partial or full default of our obligations by reason of any cause or event beyond our reasonable control, including but not limited to any communications, systems or computer failure, market default, suspension, failure or closure, or the imposition or change (including a change of interpretation) of any law or governmental or regulatory requirement and we shall not be held liable for any loss you may incur as a result. In addition to and notwithstanding any of the above the Force Majeure definition shall include, but shall be not limited to any superior force, any event that encompasses acts of god (such as earthquakes or tsunamis, etc.), certain acts of man of a disruptive and unforeseeable nature, industrial action, epidemics, pandemics, actions by government agencies, or work stoppages, any material change in economic conditions or any other event, that is beyond the reasonable control and was and whose effects could not be avoided by reasonable measure.
30.2. Force Majeure shall include any of the following: the suspension or failure of any financial instrument, whether underlying or not, the suspension or closure of any markets, exchanges, the nationalisation and/or government sequestration, the failure of any of our suppliers, and if applicable our intermediate broker, agent or principal, dealer or any custodian, sub-custodian, clearing house or regulatory or self-regulatory organisation, for any reason, to perform its obligations. Whereas in any such event we will try to take reasonable steps to mitigate the effect of the said event in order to continue our operations and to continue to provide you with services and where we may therefore alter some of the (trading) terms and conditions as per this agreement.
31. Complaints and Disputes.
31.1. Please inform us about any complaint as soon as practicable. We have a written internal complaint handling policy on our website, as required by the CySEC’s rules.
31.2. If you are unhappy with the service that you receive from us or if we have been unable to resolve the complaint to your satisfaction, you may be entitled to refer the matter to the Financial Ombudsman Service (which provides consumers with a free, independent service for resolving disputes with investment firms) via the website: www.financialombudsman.gov.cy, telephone: 22848900, email: email@example.com or in writing: The Financial Ombudsman of the Republic of Cyprus, PO Box 25735, 1311, Nicosia.
31.3. In the event that we are unable to meet our obligations to you, you shall have the right to seek compensation from the Investor Compensation Fund in respect of the Services. This depends on the type of business and the circumstances of the claim. As at the date of this Agreement, compensation is limited to the Investor Compensation Fund. Further information about compensation arrangements is available from tInvestor Compensation Fund via the website: https://www.cysec.gov.cy/en-GB/complaints/tae/information/ or in writing: Investor Compensation ICF for IF Clients, 27 Diagorou Str., 1097 Nicosia, Cyprus.
32.1. We may from time to time change the terms of this Agreement for the following reasons:
- to make them more favourable to you or to correct mistakes or oversights or
- to cover the improvement of the services, the introduction of a new service or the replacement of a service with a new one; or
- to provide for the introduction of new financial systems, change in technology and products; or
- to comply with the requirements under the Applicable Law and regulation.
32.2. If we make a change in accordance with the above clause, we shall always give you at least 30 days’ written notice before we make the change, except as required by Applicable Law or regulation.
33.1. We may terminate this Agreement if you fail to observe or perform any provision of this Agreement, in the event of an Event of Default or as stipulated under art. 5.10. Where we serve notice to terminate this Agreement, we will provide you with at least 30 days' notice. We are not obliged to provide any grounds for such termination.
33.2. Unless otherwise required by Applicable Law, either party may terminate this Agreement by giving written notice of termination to the other. Termination will be effective as of the date set out in that notice.
33.3. Upon termination of this Agreement, all amounts payable by you to us will become immediately due and payable. Termination will not affect any outstanding Transaction or any legal rights or obligations which may already have arisen.
33.4. Termination will be without prejudice to the completion of transactions already initiated, which will be settled in the normal way notwithstanding the termination.
33.5. Where you opt to terminate this Agreement, no penalty will be imposed and no charge will be made for associated costs.
33.6. If You no longer want to participate in Share Lending You will have to terminate this Agreement.
33.7. We may terminate all or any part of this Agreement immediately on written notice if:
33.7.1. you commit a breach of any of your obligations under this Agreement;
33.7.2. there are events as described in clause 30 "Force Majeure";
33.7.3. we suspect that you may be engaged in credit card fraud, money laundering, funding terrorism and/or any relevant criminal conduct.
33.8. As a client of Trading 212 you agree that you will not behave in an inappropriate manner towards Trading 212 or any of their employees. Inappropriate behaviour can include but is not limited to - Swearing, Abusive Language, Racism, Discrimination, Harassment, Defamation, Abuse of the Chat / Email System, Misuse of Social Media Channels and Spam. Trading 212 reserves the right to terminate your Agreement in these circumstances.
33.9. Immediately in the event of Us receiving official proof of the death of the Client, we shall close any open positions of the Client irrespective of their current result and hold any Client’s assets in custody until we are presented with an official evidence of the legal successors of the deceased Client and concrete instructions by an authorised person on how to proceed thereafter.
33.10. It is possible to terminate the Agreement with immediate effect by mutual consent.
34. General Provisions.
34.1. English shall be the language for communication between you and us for the duration of this Agreement unless otherwise agreed. This Agreement can be translated into different languages. If there are any inconsistencies between different language versions, the English language version shall prevail.
34.2. By signing this Agreement, you shall be obliged to notify us promptly of any changes to the information you have provided to us.
34.3. This Agreement shall supersede all prior written agreements entered into by you and us in relation to the provision of the Services. This shall not affect any rights or obligations that you or we may have under any previous terms of business relating to these services.
34.4. If any court or competent authority finds that any provision of this Agreement (or part of any provision) is invalid, illegal or unenforceable, that provision or part of the provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this Agreement shall not be affected.
34.5. If any invalid, unenforceable or illegal provision of this Agreement would be valid, enforceable and legal if some part of it were deleted, the parties shall negotiate in good faith to amend such provisions so that, as amended, they are legal, valid and enforceable, and, to the greatest extent possible, meet the parties’ original commercial intention.
34.6. Neither of us shall assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any of our rights or obligations under this Agreement.
34.7. In no event shall any delay, failure or omission (in whole or in part) in enforcing, exercising or pursuing any right, power, privilege, claim or remedy conferred by or arising under this Agreement or by law, be deemed to be or construed as a waiver of that or any other right, power, privilege, claim or remedy in respect of the circumstances in question, or operate so as to bar the enforcement of that, or any other right, power, privilege, claim or remedy, in any other instance at any time or times subsequently.
34.8. Nothing in this Agreement (or any of the arrangements contemplated herein) shall be deemed to create a partnership between you and us.
34.9. A person who is not a party to this Agreement shall not have any rights under or in connection with it.
34.10. Trading 212 has elected not to offer accounts to US persons as defined by the Foreign Account Tax Compliance Act (FATCA). You confirm that by creating this account, you are not a US Person. In doing so, you agree that if Trading 212 subsequently becomes aware you meet the definition of a US person, we may require you to close your account immediately, and Trading 212 will not be liable for any losses that you may incur as a result.
35. Governing Law.
The law of Cyprus governs this Agreement and both parties hereby submit to the non-exclusive jurisdiction of the courts of Cyprus in relation to any dispute under or in respect of this Agreement.
The Client declares that he/she has read, understood and accepted this Agreement in its entirety.
The Client declares that he/she has read, understood and accepted the document entitled Risk Disclosure, and he/she has understood the warnings contained in this document.
By accepting this Agreement, the Client declares that he/she has read, understood and accepted all the information provided in the following documents, available on the website of the Company, and solely based on these contents he has willingly entered into a legally binding agreement with the Company:
- - Conflicts of Interest Policy
- - Risk Disclosure Notice
- - Investor Compensation Fund
- - Order Execution Policy
- - Complaints Policy
- - Key Information Documents
- - Privacy and Cookies Policy
- - Terms Terms Table
The Client declares that the terms of this Agreement, as amended from time to time and as they are published on the Company’s Website, override any previous, current or future representation, expressed or implied, made or to be made by us and/or any of our representatives, and shall be the only legally enforceable mean that defines the relationship between the Client and the Company.
The Client declares that he/she consents and agrees to direct advertising through cold calling by any means, including but not limited to, by phone, email and facsimile.
The Client declares that he/she is over 18 years old and/or has full capacity (in case of legal entities) to enter and be bound by this Agreement and that he/she is not prohibited by the legislation/regulations of his/her country of residence to enter into this Agreement.
The Client declares that all information provided in the “Account application form” is true, accurate, complete and not misleading and that he/she undertakes to inform the Company of any changes that might occur to the data/information provided in the “Account application form”.
The Client declares that he/she accepts and understands that it is his/her full responsibility to monitor for updates of the applicable Agreement in force as published in the website of the Company from time to time. Any viewer or user of the Company’s website, whether Client or not, accepts and understands that the use of the website of the Company, or of any form of access through this website of information shown or of a service offered by the Company, constitutes knowledge and acceptance of the Agreement and all its contents.
The Client declares that he/she accepts and understands that the official language of the Company is the English language.
38. Definition and Interpretation.
Applicable Law means: (a) the rules and guidance of the CySEC or any other rules of a relevant regulatory authority, (b) the rules of a relevant market or clearinghouse, and (c). other applicable laws, rules and regulations as in force from time to time as applicable to this Agreement;
Business day means any day other than a Saturday, Sunday and a public holiday in Cyprus;
Client Money Rules means the provisions of the CySEC Rules that relate to money received by MiFID investment firms from clients;
Client Asset Rules means the provisions of the CySEC Rules that relate to assets received by MiFID investment firms from clients;
Contract for difference means futures and options contracts on the certain market index, commodities, currencies and interest rate swaps;
Confirmation means a written record, giving the details of a deal, including all charges applicable to that deal and the total amount payable by or to you in settlement of that deal;
Conflicts of Interest Policy means a document that identifies all potential conflicts of interests with clients and describes all of our organisational and administrative controls to manage such conflicts of interests such that we can be reasonably confident that risks of damage to clients as a result of any conflict will be prevented;
Custodian means a bank or financial institution providing custody services in respect of a particular market or jurisdiction, on behalf of Trading 212;
Deal means the purchase of, sale of, or subscription for specified investments by you;
Execution Policy means a document that describes all of our order execution arrangements in place to ensure that, when executing Orders, we take all sufficient steps to obtain the best possible results for clients in accordance with the CySEC Rules;
Equity Value Order means a functionality within the Platform, where the Client can choose to make trades based on sums, not quantity.
CySEC Rules means the rules and guidance issued by the CySEC from time to time. “CySEC” means the Cyprus Securities and Exchange Commission, the regulator for the Cyprus’ financial services industry, which can be contacted at 19 Diagorou Str. CY-1097 Nicosia or through its website: www.cysec.gov.cy.
Fractional Shares Program means the service provided by Trading 212 as described in clause 11, which allows clients to hold fractional units in shares;
Free Funds means any cash on your Account not invested in Investments or blocked for Pending Orders and which is not due to Trading 212 Markets Ltd. or any third party for fees or otherwise for the provision of services under this Agreement.
Instruction to Deal means an instruction by you for us to Buy or Sell any investment on your behalf including, for the avoidance of doubt, an Order;
Investment means any Share, bond, Fraction of share or other debt instrument, gilt, investment trust, unit trust or other security or investment in respect of which we offer to deal in Transactions;
Margin means such assets as Trading 212 may require you to deliver and maintain in your account from time to time in respect of margined transactions, in a form and amount acceptable to Trading 212;
Nominee company means a non-trading nominee company controlled by us or any other nominee (including third parties appointed by us) from time to time;
Order means an instruction to buy or to sell as placed by you via your Account on the Trading Platform;
Payment Instruction means any instruction on Your Account for a deposit and/or withdrawal;
Risk Disclosure Notice means the notice provided by us to you in compliance with CySEC Rules regarding the risks associated with Buying and Selling investments under this Agreement;
Sell-only Limitation(close only limitation is a limitation, where Your ability to open new positions or place new Buy orders is restricted or disabled;
Scalping means a speculative type of trading where the opening and closing of a position is executed within a very short timeframe (e.g. five minutes or less);
Statement means a written confirmation of any Transaction, any Orders that you set and/or edit, and any Commission and other applicable Charges and Taxes that we apply;
Share Lending means the process whereby those holding shares lend them to other parties and maintain a right to reacquire the shares, as described in Clause 22 herein;
Trading terms means the table entitled “Trading terms” available at our Website;
Trading Platform means the electronic trading platform on our Website;
Transaction means the partial or full fill of your Instruction to Deal;
Website means our website at www.trading212.com and/or any mobile applications provided by Trading 212.
These Share Dealing Service Terms of Business were last updated and published on 12.11.2021. A copy of the most up to date version of these Terms is available on our website.