Conflict of Interest Disclosure

by

Webot EEA Conflicts of Interest Disclosure

1. About Pionew Ireland Limited

Pionew Ireland Limited, trading as Webot, is a limited liability company incorporated in Ireland with its registered office at Office 01, Ground Floor, Penrose Two, Penrose Dock, Cork, Ireland T23 YY09. Pionew is authorised by the Central Bank of Ireland as a Crypto-Asset Service Provider under MiCA, and operates the Webot Platform at www.webot.com/eu (the “Platform”). 

2. Purpose and scope

The purpose of our Conflicts of Interest Policy is to ensure that Pionew maintains the highest standards of integrity and transparency, identifies and manages conflicts of interest at an early stage, protects the interests of our clients, and supports the integrity of the markets in crypto-assets.

In line with Article 72(1) of MiCA, the Policy is designed to identify, prevent, manage and disclose conflicts of interest that may arise between:

  • Pionew and any of our shareholders or members, any person directly or indirectly linked to us by control, members of our management body, or our employees (“connected persons”);
  • Pionew (or any connected person) and any of our clients; and
  • two or more of our clients whose interests may conflict.

The Policy is proportionate to the scale, nature, range and complexity of the crypto-asset services that we provide, and takes into account our position within the wider group, including the risk of conflicts arising from intra-group relationships, shared resources, or overlapping governance functions.

3. General nature and sources of conflicts of interest

In the course of providing our crypto-asset services, the following circumstances may give rise to actual or potential conflicts of interest. The list is illustrative and not exhaustive:

3.1 Conflicts inherent in the services we provide

  • Operation of the trading platform: orderbook design, listing or delisting decisions, market-making arrangements, and the setting of trading rules may create conflicts between our commercial interests and those of clients, or between different categories of clients.
  • Exchange of crypto-assets for funds: the price at which we offer or quote crypto-assets, and the spread or margin earned, may create a conflict between our interest in maximising revenue and the client’s interest in obtaining the best possible outcome.
  • Custody and administration: decisions on supported crypto-assets, supported networks, hot/cold storage allocation, sub-custodian selection, and the treatment of forks, airdrops and similar events may create conflicts between operational efficiency and client outcomes.
  • Transfer services: the setting and disclosure of network and withdrawal fees, and the routing of transfers, may create conflicts between our cost recovery and the client’s interest in transparent, proportionate pricing.

3.2 Conflicts relating to connected persons

  • Personal interests of staff and management: members of the management body, employees and outsourced personnel may hold crypto-assets, governance tokens, debt instruments, or have contractual or family relationships with persons whose interests conflict with those of Pionew or our clients.
  • Personal-account dealing: personal transactions in crypto-assets by connected persons may give rise to perceived or actual conflicts, including risks of front-running, market abuse or misuse of inside information.
  • Outside business activities: directorships, advisory roles, consultancy or shareholdings in other crypto-asset businesses or competing CASPs may compromise the objectivity and impartiality of connected persons.
  • Remuneration and incentives: variable remuneration, sales targets and key performance indicators may, if not appropriately designed, create incentives to favour Pionew’s interests, the interests of one client, or the personal interests of staff over the interests of other clients.
  • Gifts, hospitality and inducements: the receipt or offering of gifts, hospitality or other inducements may compromise the independence of connected persons.

3.3 Conflicts between two or more clients

  • Allocation of liquidity, matching of orders and treatment of simultaneous instructions on the Platform may give rise to conflicts between clients with opposing or competing interests.
  • Information asymmetries between sophisticated and retail clients, and between clients with differing fee structures, may create conflicts that need to be managed to ensure fair treatment.

4. Organisational and administrative arrangements to prevent or manage conflicts

To prevent and manage the conflicts of interest described above, Pionew has put in place a documented framework of organisational and administrative arrangements. The framework is owned by the Board, embedded in our culture, and overseen by an independent Compliance function led by the Chief Compliance Officer (PCF-12) (“CCO”), who reports directly to the Board.

4.1 Governance and ownership

  • The Board approves the Conflicts of Interest Policy, oversees its implementation, and reviews its effectiveness at least annually.
  • The CCO is responsible for monitoring and oversight of the Policy, maintaining the Conflicts of Interest Register, and reporting to the Board on a quarterly basis. The CCO is independent of the business lines, has direct access to all relevant information, holds the necessary skills, knowledge and expertise, and is subject to Fitness & Probity requirements.
  • Conflicts of interest are a standing item on the Board agenda. Directors must declare any actual or potential conflicts at each meeting and abstain from voting on the relevant matters.
  • Directors may not hold directorships in competing CASPs outside of the group.

4.2 Identification, escalation and recording

  • Connected persons must disclose any actual or potential conflict of interest to the CCO as soon as they become aware of it, and provide an annual conflicts declaration.
  • All identified conflicts are evaluated by the CCO, escalated to the Board where appropriate, and recorded in a centralised Conflicts of Interest Register maintained by the Compliance function and updated regularly. Records are retained for at least five (5) years, in line with Article 7(1) of Commission Delegated Regulation (EU) 2025/1142.

4.3 Segregation of duties and information barriers

  • Conflicting activities and decisions are entrusted to different persons or teams, and the supervision of operational, risk and control functions is appropriately segregated. Independent control functions (Compliance, Risk and Internal Audit) are independent from Senior Management and the business lines.
  • “Chinese walls” and access controls restrict the flow of information between connected persons engaged in activities that may create a conflict of interest, where the exchange of information could harm the interests of clients or impair the proper management of conflicts.
  • Internal oversight is exercised over connected persons whose principal functions involve providing services to, or carrying out activities on behalf of, clients whose interests may conflict.

4.4 Personal-account dealing

  • Pionew operates a Personal Transactions procedure consistent with Articles 6 and 7 of Commission Delegated Regulation (EU) 2025/1142. Personal transactions in crypto-assets by connected persons (and certain related persons, including family members and persons sharing the same household) are subject to identification, prior notification or pre-approval, ongoing monitoring, and recording.
  • Above the defined thresholds, transactions require approval by the management body. All such transactions are recorded with date, time, conditions, volume, counterparty and any authorisation or prohibition.

4.5 Remuneration

  • Pionew maintains a Remuneration Policy designed to avoid creating incentives for connected persons to favour their own interests, Pionew’s interests, or the interests of one client, to the detriment of any other client. The Policy applies to employees, members of the management body, and any natural person directly involved in the provision of crypto-asset services to Pionew under an outsourcing arrangement.
  • Variable remuneration is structured, and key performance indicators are aligned, so as to mitigate conflicts of interest. Direct links between the remuneration of, or revenues generated by, persons principally engaged in different activities are identified and removed where there are demonstrable grounds that a conflict of interest may arise.

4.6 Outsourcing and intra-group arrangements

  • Outsourcing arrangements (including with affiliates of the group) are entered into on arm’s-length terms, are subject to written agreements, due-diligence and ongoing oversight, and are documented in the Conflicts of Interest Register where they may give rise to conflicts.
  • Transactions or relationships involving related parties within the group are disclosed and evaluated. Where appropriate, conflicts are managed through isolation of information flows, escalation of approval, and disclosure to clients.

4.7 Inducements, gifts and hospitality

  • Connected persons are subject to internal rules on the giving and receiving of gifts, hospitality and other inducements. Items above defined thresholds must be reported and pre-approved. Inducements that could harm the interests of clients are prohibited.

4.8 Market integrity and order handling

  • Pionew maintains policies on order execution, order allocation, listing and delisting decisions and market-abuse surveillance (in line with Title VI of MiCA), with the objective of ensuring fair and orderly markets and the fair treatment of clients.

4.9 Training and culture

  • All directors and employees receive initial and at least annual training on conflicts of interest, including practical scenarios. Training, reminders, policies and guidance are made available through dedicated internal channels.
  • Connected persons are encouraged to raise concerns through an open-door policy and through formal whistleblowing channels, without fear of retaliation.

4.10 Monitoring and review

  • The implementation and effectiveness of the Policy are monitored on an ongoing basis by the Compliance function. Periodic reviews of key personnel responsibilities are conducted to minimise areas of potential conflict and to verify proper segregation of duties.
  • The Policy is reviewed at least annually, and on an ad-hoc basis where there is a material change in our business, in our risk profile, or in the applicable regulatory framework. The current version supersedes all previous versions.

5. Residual risks

Despite the organisational and administrative arrangements described above, certain residual risks of conflicts of interest cannot be entirely eliminated. We consider the principal residual risks to include:

  • decisions on the listing or delisting of crypto-assets and on the allocation of liquidity, which inherently affect different clients differently;
  • the spread or margin we earn on the exchange of crypto-assets for funds, which is part of our remuneration model and is disclosed to clients in our Fee Schedule;
  • conflicts arising from intra-group relationships within the group, where the alignment of interests cannot be perfectly assured by structural separation alone;
  • the inherent risk that personal-account dealing or outside activities of connected persons may create perceived or actual conflicts, notwithstanding pre-approval and monitoring controls; and
  • information asymmetries between Pionew and clients, and between different categories of clients.

Where Pionew considers, on a case-by-case basis, that the organisational and administrative arrangements are not sufficient to ensure, with reasonable confidence, that risks of damage to the interests of clients will be prevented, we will, in accordance with Article 72(2) of MiCA, disclose to the affected clients, before any transaction is undertaken on their behalf, the specific nature and sources of the conflict, the risks involved, and the steps taken to mitigate those risks. Such specific disclosure may be made through the Platform, the Terms of Service, the relevant product or service documentation, or by direct communication.

6. How we communicate conflicts to you

This Disclosure is published in a prominent location on the Platform at www.webot.com/eu together with our Terms of Service, Privacy Policy, Risk Disclaimer, Fee Schedule, User Code of Conduct and Standard Custody and Administration Agreement.

Where required, additional product- or transaction-specific disclosures are provided through the Terms of Service, in pre-trade screens on the Platform, in product documentation, or by direct communication, before the relevant service is provided to you.

7. Review and updates

This Disclosure is reviewed at least annually and on an ad-hoc basis whenever there is a material change in our business, in our risk profile, or in the applicable regulatory framework. The version reference and “Last Updated” date at the top of this Disclosure indicate the version that is currently in force. The current version supersedes and rescinds all previous versions.

8. Contact

If you would like further information about how we identify, prevent, manage and disclose conflicts of interest, or if you wish to raise a concern, please contact us at:

Pionew Ireland Limited 

Customer support and complaints: service@webot.eu 

Data protection: dpo@webot.eu

Postal address: Office 01, Ground Floor, Penrose Two, Penrose Dock, Cork, Ireland T23 YY09.