Resolution no. 23489

Order, pursuant to Article 1-octies, paragraph 1, letter b) of Legislative Decree no. 58/1998 ("Consolidated Law on Finance") to cease the infringement of Article 18 of the Consolidated Law on Finance committed via the https://tender-capitalcfd.com website and the relative https://wt.tender-capitalcfd.com page

LA COMMISSIONE NAZIONALE PER LE SOCIETÀ E LA BORSA
[The National Commission for Companies and the Stock Exchange]

HAVING REGARD to Law no. 216 of 7 June 1974, as subsequently amended and supplemented;

HAVING REGARD to Legislative Decree no. 58 of 24 February 1998 ("Consolidated Law on Finance"), as subsequently amended and supplemented;

HAVING ESTABLISHED that, from checks on the web, it emerged that:

i. potential investors are offered the opportunity, through the website https://tender-capitalcfd.com – which is active, also available in Italian via an automatic translation system and registered anonymously – to trade shares, forex, CFDs and commodities and futures using a specific trading platform;

ii. to carry out the transactions, users must register with the website, following a procedure that is also available to users connected from Italy, and open a trading account',

iii. After registering, users can access the reserved area, available at the https://wt.tender-capitalcfd.com domain, where they can make deposits and access the trading platform;

iv. as to the traceability of the aforementioned operations, the website https://tender-capitalcfd.com in the "About us" section states that "Tendercapitalcfd è un nome commerciale di Top Markets LtcT. and the email address support@tendercapitalcfd.com" is provided,

HAVING REGARD TO Resolution no. 231838 of 30 May 2024, whereby it was ordered to cease the infringement of Article 18 Tuf posta in essere dalla Top Markets Ltd conducted through the separate https://imperialcap-24.com website and its related page https://wt.imperialcap-24.com;

WHEREAS the activity carried out via the https://tender-capitalcfd.com website and the related https://wt.tender-capitalcfd.com webpage constitutes provision of investment services, as referred to in article 1, paragraph 5, of the Consolidated Law on Finance, insofar as users are offered the opportunity via the aforementioned domains to open a trading account and place orders to buy and/or sell financial instruments;

WHEREAS the above activity, carried out via the website https://tender- capitalcfd.com and the page https://wt.tender-capitalcfd.com is still ongoing and is aimed at Italian investors, given that the website https://tender-capitalcfd.com is available in Italian through an automatic translation system and that no mechanism was found to block registration by users attempting to register with the website from Italy through Italian IP addresses; furthermore, in relation to said website, interaction was reported with Italian customers via cold calling and a complaint was received from an Italian retail investor who complained about not being able to obtain a refund of the capital deposited;

WHEREAS the transactions recorded on the website https://tender-capitalcfd.com and on its page https://wt.tender-capitalcfd.com are not attributed to any entity authorised to provide investment services to the Italian public;

HAVING REGARD to the fact that the provision of investment services and activities is reserved to licensed parties as referred to under Article 18, paragraph 1, of the Consolidated Law on Finance, pursuant to which, "The professional provision of investment services and activities to the public is reserved to Italian investment firms, EU investment firms, Italian banks, EU banks, and non-EU firms";

HAVING ESTABLISHED, therefore, that the activities in question qualify as the professional provision of investment services to the Italian public, in breach of Article 18, paragraph 1 of the Consolidated Law on Finance;

HAVING REGARD to the provisions of Article 1-octies, paragraph 1, letter b) of the Consolidated Law on Finance - "Powers to counteract unauthorised provision of investment services" - pursuant to which Consob "may, with regard to anyone who offers or carries out investment services or activities over the Internet without being qualified to do so pursuant to this decree: [_] b) order that the infringement cease";

CONSIDERING it therefore necessary, in the light of the foregoing, to adopt this Resolution immediately for reasons of urgency;

RESOLVES:

To order the cessation of the breach of article 18 of Legislative Decree no. 58/98 conducted via the https://tender-capitalcfd.com website and its https://wt.tender-capitalcfd.com page, constituted by the offer and provision of investment services and activities to the Italian public.

This Resolution shall be brought to the attention of the concerned parties and published in the Consob Bulletin.

This measure may be appealed before the Regional Administrative Court of Lazio within 60 days of the date of service.

26 March 2025

THE CHAIRMAN
Paolo Savona