Guidelines for the Assessment of Members of the Management Body and Key Function Holders of Financial Market Participants Supervised by Lietuvos Bankas

Consolidated version effective as of 03/08/2024 Resolution published in: Official Gazette, 2013, No 119-6042 ; Official Gazette, 2013, No 120-0 , ID code 113505ANUTA0003-181 New version effective as of 23/11/2018: No 03-217 , 20/11/2018, published in RLA on 22/11/2018, ID code 2018-18817 BOARD OF LIETUVOS BANKAS RESOLUTION ON THE APPROVAL OF THE GUIDELINES FOR THE ASSESSMENT OF MEMBERS OF THE MANAGEMENT BODY AND KEY FUNCTION HOLDERS OF FINANCIAL MARKET PARTICIPANTS SUPERVISED BY LIETUVOS BANKAS 14 November 2013 No 03-181 Vilnius Acting in accordance with Article 42(4)(1) of the Republic of Lithuania Law on the Bank of Lithuania, Article 34(2) of the Republic of Lithuania Law on Banks, Article 22(2) of the Republic of Lithuania Law on the Central Credit Unions, Article 27(2) of the Republic of Lithuania Law on Credit Unions, Article 9 of the Republic of Lithuania Law on Payment Institutions, Article 16 of the Republic of Lithuania Law on Electronic Money and Electronic Money Institutions, Articles 22 and 251 of the Republic of Lithuania Law on Consumer Credit, Article 31(13) and Article 37(2) of the Republic of Lithuania Law on Real Estate Related Credit, Article 12(2)(k) and (l), Article 12(3), Article 15 and Article 30(1)(a) and (b) of Regulation (EU) 2020/1503 of the European Parliament and of the Council of 7 October 2020 on European crowdfunding service providers for business, and amending Regulation (EU) 2017/1129 and Directive (EU) 2019/1937, Article 5 of the Republic of Lithuania Law on Currency Exchange Operators, Article 11 of the Republic of Lithuania Law on Insurance, Article 9 of the Republic of Lithuania Law on Collective Investment Undertakings, Article 13(2) of the Republic of Lithuania Law on Managers of Alternative Collective Investment Undertakings, Article 6(1)(10) of the Republic of Lithuania Law on the Supplementary Voluntary Accumulation of Pensions, Article 11 of the Republic of Lithuania Law on Collective Investment Undertakings Intended for Informed Investors, Article 13(6), Article 15(7), (8) and (9), Article 41(4) of the Republic of Lithuania Law on the Accumulation of Occupational Pensions, Articles 9 and 58 of the Republic of Lithuania Law on Law of Markets in Financial Instruments, Article 353 of the Republic of Lithuania Law on the Accumulation of Pensions, Article 8 of the Republic of Lithuania Law on Credit Servicers and Credit Purchasers, the Board of Lietuvos bankas has resolved: Amendments to the Preamble: No 03-36 , 14/02/2019, published in RLA on 20/02/2019, ID code 2019-02684 No 03-72 , 28/05/2020, published in RLA on 28/05/2020, ID code 2020-11486 No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 No 03-91 , 01/08/2024, published in RLA on 02/08/2024, ID code 2024-14077 To approve the Guidelines for the Assessment of Members of the Management Body and Key Function Holders of Financial Market Participants Supervised by Lietuvos bankas (attached). Chairman of the Board Vitas Vasiliauskas APPROVED by Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 (as amended by Resolution No 03-217 of the Board of Lietuvos bankas of 20 November 2018) GUIDELINES FOR THE ASSESSMENT OF MEMBERS OF THE MANAGEMENT BODY AND KEY FUNCTION HOLDERS OF FINANCIAL MARKET PARTICIPANTS SUPERVISED BY LIETUVOS BANKAS CHAPTER I GENERAL PROVISIONS

1. The Guidelines for the Assessment of Members of the Management Body and Key Function Holders of Financial Market Participants Supervised by Lietuvos bankas (hereinafter, the Guidelines) lay down the procedure for the assessment of the requirements for suitability, reputation, qualification and experience of members of the management body of financial market participants supervised by Lietuvos bankas (hereinafter, members of the management body) and/or key function holders, and approval of their candidacy.
2. The Guidelines shall apply to financial market participants and Lietuvos bankas when assessing financial market participants in respect of whom legal acts of the Republic of Lithuania regulating their activities establish that members of the management body and/or key function holders must comply with the requirements for suitability and/or reputation, and/or qualification and experience, suitability and/or reputation and/or qualification and experience of members of the management body and/or key function holders. In case of a financial conglomerate, the supplementary supervision of which is carried out by Lietuvos bankas in accordance with the procedure laid down in the Republic of Lithuania Law on the Supplementary Supervision of Entities in a Financial Conglomerate, the Guidelines shall apply mutatis mutandis to a parent financial holding company or a mixed financial holding company. 2 1 . The Guidelines shall apply to providers of crowdfunding services to the extent they do not contradict the provisions of Regulation (EU) 2020/1503 of the European Parliament and of the Council of 7 October 2020 on European crowdfunding service providers for business, and amending Regulation (EU) 2017/1129 and Directive (EU) 2019/1937. Supplemented with a paragraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397
3. Terms used for the purpose of the present Guidelines: 3.1. key function holder means an employee or other person of a financial market participant who must comply with the requirements for suitability, reputation and/or qualification and experience, and who is not considered to be a member of the management body in accordance with subparagraph 3.2 of the Guidelines, unless this term is defined otherwise by legal acts regulating the financial market participant’s activities. Persons acting only as insurance brokers or financial brokers are not considered to be key function holders. As part of the assessment, the supervisory authority takes decisions on such key function holders specified in the legislation of the Republic of Lithuania regulating the activities of the relevant financial market participants; Amendments to the subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 3.2. member of the management body means a person as defined by laws regulating the activities of the financial market participant, where the person holding this position must comply with the requirements for suitability and/or reputation, and/or qualification and experience; 3.3. policy on the assessment of the suitability of members of the management body and key function holders means a set of measures and procedures provided for in the internal documents of a financial market participant for assessing the suitability of members of the management body and key function holders for holding the positions; 3.4. other terms used in the Guidelines shall have the meaning assigned to them by laws regulating the activities of the financial market participant.
4. These Guidelines were drawn up in accordance with the Guidelines on the assessment of the suitability of members of the management body and key function holders adopted by the European Banking Authority and the European Securities and Markets Authority (EBA/GL/2021/06, ESMA35-36-2319), the Guidelines on the assessment of adequate knowledge and experience of the management or administrative organ of credit servicers, as a whole, under Directive (EU) 2021/2167 (EBA/GL/2023/09), and shall apply in conjunction herewith. Amendments to this paragraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 No 03-91 , 01/08/2024, published in RLA on 02/08/2024, ID code 2024-14077
5. The documents furnished under the Guidelines to Lietuvos bankas and actions performed thereby are subject to the requirements of the General Regulations on the Submission and Examination of the Applications for Authorisation of Financial Market Participants Supervised by the Bank of Lithuania and on the Granting of Authorisation, approved by Resolution No 58 of the Board of Lietuvos bankas of 6 May 2004 on the approval of the general regulations on the submission and examination of the applications for authorisation of financial market participants supervised by the Bank of Lithuania and on the granting of authorisation. CHAPTER II ASSESSMENT BY FINANCIAL MARKET PARTICIPANTS
6. Prior to electing or appointing a person as a member of the management body and/or key function holder, financial market participants, except those referred to in subparagraph 17.3 of the Guidelines, shall assess their compliance with requirements laid down in legal acts, document the assessment process and its outcome.
7. Financial market participants shall be responsible for the initial and the ongoing assessment of members of the management body and key function holders. For financial market participants specified in subparagraph 17.3 of the present Guidelines the provisions of this Chapter are recommended rather than binding.
8. In assessing the suitability of a member of the management body and/or key function holder the financial market participant shall follow: 8.1. legal acts regulating the activities of financial market participants; 8.2. criteria laid down in Chapters V, VI and VII of the Guidelines (where applicable); 8.3. the Policy for the assessment of the suitability of members of the management body and/or key function holders approved by a financial market participant (if developed); 8.4. proportionality principle.
9. Following certain events specified in Sections V, VI or VII of the Guidelines (where applicable) that might affect the outcome of the assessment of a member of the management body and/or key function holder, a financial market participant must reassess members of the management body and/or key function holders. In that case, it may be sufficient to assess the members of the management body and/or key function holders taking into account the relevant event or developments due to which the assessment is carried out repeatedly.
10. Should a financial market participant decide that the person is not suitable for a position of a member of the management body and/or key function holder, the financial market participant shall refuse to appoint the person to the specific position, or take appropriate measures to replace the person already appointed. If, having conducted a reassessment a financial market participant concludes that a member of the management body and/or key function holder is no longer suitable, the financial market participant should immediately take appropriate measures (e.g. training some or all members of the management body and/or key function holders of financial market participants to ensure that the collective qualification and experience of members of the management or supervisory body is sufficient for the proper performance of their duties; reallocation of responsibility and functions; replacement of certain persons by other person(s)) to rectify the situation.
11. When taking the measures in the case specified in paragraph 10 of the Guidelines, a financial market participant must take into account the particular situation, possible consequences, proportionality of measures and the legislation in force. CHAPTER III POLICY ON THE ASSESSMENT OF THE SUITABILITY OF THE MANAGEMENT BODY AND KEY FUNCTION HOLDERS OF FINANCIAL MARKET PARTICIPANTS
12. Credit institutions and insurance undertakings must have in place a policy on the assessment of the suitability of members of the management body and, if applicable, key function holders. For other financial market participants the provisions of this Chapter of the Guidelines shall be recommended rather than mandatory.
13. The internal documents of the assessment of the suitability of members of the management body and, if applicable, key function holders of a financial market participant shall specify at least the following: 13.1. the committee, other structural unit or the person responsible for the assessment of members of the management body and/or key function holders. Where a supervised financial market participant belongs to a financial conglomerate, the committee or structural unit specified in this paragraph may be set up and the person may be appointed in the financial holding company or mixed financial holding company; 13.2. the effective internal procedures for the assessment of the suitability of a member of the management body and/or key function holder; 13.3. the qualification and experience, as well as the abilities and skills necessary for the respective member of the management body and/or key function holder; 13.4. data and information that the person being assessed must provide to the financial market participant carrying the assessment; 13.5. the measures and procedures according to which the person specified in subparagraph 13.1 of the Guidelines informs the body electing or appointing them (including the general meeting of shareholders or members) about the outcome of the assessment of the suitability of a member of the management body and/or key function holder, as well as the requirements applicable to particular positions; 13.6. the situations where a reassessment of members of the management body and/or key function holders should be performed and the measures to identify such situations. The measures specified in this subparagraph shall include a requirement that a member of the management body and/or key function holder should notify any changes that might affect the outcome of the person’s assessment. A financial market participant shall have the right to establish the obligation for a member of the management and/or key function holder to report annually all changes potentially affecting the results of the assessment; 13.7. ways in which a financial market participant will provide training opportunities where the members of the management body and/or key function holders need specific and/or additional training or professional development. CHAPTER IV ASSESSMENT BY LIETUVOS BANKAS
14. In the cases specified in legal acts regulating the activities of the financial market participant, a financial market participant must notify Lietuvos bankas in advance of all future elections, appointments and replacements of members of the management body and/or key function holders. The newly elected or appointed members of the management body and/or key function holders may take up their position only when Lietuvos bankas or the European Central Bank, as appropriate, in accordance with the allocation of functions laid down in Regulation (EU) No 1024/2013, approves their candidacy if such approval is provided for in legislation regulating the activities of the financial market participant. Amendments to this paragraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397
15. Lietuvos bankas shall assess members of the management body and/or key function holders of a financial market participant in observance of legal acts regulating the activities of financial market participants, criteria set out in Chapters V, VI and VII of the Guidelines (where applicable) and the proportionality principle, i.e. shall consider the importance of the particular financial market participant in the financial system of the Republic of Lithuania, its importance in respect of financial market participants engaged in analogous activities, the significance of the position held by the person, or to which the person is proposed to be elected or appointed, the decision-making powers, risks related thereto, and other circumstances.
16. Lietuvos bankas shall perform the assessment of members of the management body and/or key function holders in the cases specified by legal acts regulating the activities of the particular financial market participant, or if there are reasonable doubts about a particular member of the management body and/or key function holder (e.g. where a member of the management body or a financial market participant fails to comply with the instructions, obligations or other mandatory measures of Lietuvos bankas, or sanctions are repeatedly imposed on a financial market participant, etc.).
17. To obtain the approval of Lietuvos bankas of the candidacy of a member of the management body and/or key function holder, the following documents shall be submitted to Lietuvos bankas: 17.1 notification of the election, appointment or replacement of a new member of the management body and/or key function holder; Amendments to the subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 17.2. questionnaire of a member of the management body and/or key function holder of the financial market participant supervised by Lietuvos bankas, completed in accordance with the form set out in Annex 1 to the Guidelines, when financial market participants not referred to in subparagraph 17.3 of the Guidelines apply; 17.3. questionnaire of the member of the management body or key function holder of the consumer credit provider, creditor, peer-to-peer lending platform operator, credit intermediary, currency exchange operator, payment institution holding a licence for restricted activity, electronic money institution holding a licence for restricted activity, completed in accordance with the form set out in Annex 2 to the Guidelines, in case the following financial market participants apply: Amendments to the subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 17.3.1. creditors, credit intermediaries, peer-to-peer lending platform operator acting in accordance with the Republic of Lithuania Law on Real Estate Related Credit; 17.3.2. Repealed as of 10/11/2023 Repeal of the subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 17.3.3. currency exchange operators; 17.3.4. consumer credit providers and peer-to-peer lending platform operators; 17.3.5. payment institutions holding a licence for restricted activity; 17.3.6. electronic money institutions holding a licence for restricted activity; 17.3 1 . questionnaire of the manager of the credit servicer completed in accordance with the form set out in Annex 4 to the Guidelines; Supplemented with a subparagraph: No 03-91 , 01/08/2024, published in RLA on 02/08/2024, ID code 2024-14077 17.4. documents prepared by a competent authority of another country at least six months before (where the person is a foreign citizen or their permanent place of residence or headquarters are outside the Republic of Lithuania), containing information relevant to the assessment of the person’s reputation (absence of criminal record or sanctions imposed, etc.); Amendments to the subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 17.5. tables of related parties completed in the template provided in Annex 3 to the Guidelines on the Assessment of Members of Management Body and Key Function Holders of Financial Market Participants Supervised by Lietuvos bankas; Supplemented with a subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 17.6. on the request of Lietuvos bankas, the financial market participant shall also provide other information and/or documents significant for the assessment. Amendment to the numbering in the subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 17 1 . To obtain the approval of the European Central Bank for the candidacy of a member of the management body and/or a key function holder, Lietuvos bankas or the European Central Bank directly, via the Single Supervisory Mechanism’s Information Management System Portal (IMAS), shall be provided with the documents and information referred to in subparagraphs 17.1 and 17.4 of the Guidelines, including: 17 1 .1. a fitness and propriety assessment questionnaire completed in the form of the Fit and Proper Assessment Questionnaire template developed by the European Central Bank and published on the IMAS Portal; 17 1 .2. other documents and/or information relevant to the assessment requested by Lietuvos bankas and/or the European Central Bank. Supplemented with a paragraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 17 2 . The assessment of a candidate for the position of a member of the management body and/or a key function holder nominated by a financial market participant supervised by Lietuvos bankas may commence by a decision of Lietuvos bankas without having submitted the documents and/or details specified in the Guidelines only in the following cases: 17 2 .1. prior to submitting an application for approval of a candidate for the position of a member of the management body and/or a key function holder, the financial market participant had applied to Lietuvos bankas with a reasoned written request to be permitted not to submit certain documents and/or details, and Lietuvos bankas has informed the financial market participant in writing that, taking into account the specific circumstances, such documents and/or details are not necessary for the purpose of the assessment of a specific candidate; 17 2 .2. prior to submitting an application for approval of a candidate for the position of a member of the management body and/or a key function holder, the financial market participant has applied to Lietuvos bankas with a reasoned written letter stating that it is unable to provide certain documents and/or details, and Lietuvos bankas has informed the financial market participant in writing that, taking into account the specific circumstances, such documents and/or details do not preclude the commencement of the assessment of a specific candidate. Supplemented with a paragraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397
18. Where the documents specified in subparagraph 17.4 of the Guidelines are not issued in another Member State of the European Union the citizen whereof is the person seeking to obtain approval of the candidacy of the appointed (elected) person in the cases provided for by the Republic of Lithuania Law on Insurance, Lietuvos bankas shall have the right to require that the data provided for in this person’s questionnaire about the good repute and absence of bankruptcy record or any connection with the bankruptcy of the legal entity headed hereby be authenticated by taking an oath or by a solemn pledge, if the Member State of the European Union does not provide for a taking an oath. Such solemn pledge shall be given against the competent judicial or executive authority or, if possible, before the Notary Public in another Member State of the European Union the citizen or permanent resident whereof such person is. Having taken on oath or pronounced the solemn pledge, such person shall submit the respective certificate issued by the competent judicial or executive authority or the Notary Public certifying that the person has taken on oath or pronounced the solemn pledge. The person may take an oath or a solemn pledge on the absence of the bankruptcy record or any connection with the bankruptcy of the legal entity headed hereby before a competent professional or trade association.
19. Lietuvos bankas may take into account the outcome of the same person’s suitability assessment by other authorities or persons.
20. A person who provided incomplete or incorrect information required under legal acts and/or by Lietuvos bankas may not be a member of the management body and/or key function holder.
21. Where measures taken by a financial market participant in accordance with provisions of paragraph 10 of the Guidelines are insufficient, Lietuvos bankas may instruct the financial market participant to take other measures specified in paragraph 10 of the Guidelines and/or to perform other actions and/or adopt decisions on the imposition of sanctions in the cases and in accordance with the procedure set out by legal acts regulating the financial market participant’s activities.
22. Unless otherwise stipulated by the legal acts regulating the activities of a particular financial market participant, an authorisation is deemed to have been issued to the person (a prior authorisation (consent) by Lietuvos bankas is not required) when: 22.1. the person is re-elected as a member of the management body of the same financial market participant for the same position, an authorisation for which (consent, non-objection) has already been issued, and the circumstances regarding the suitability, good repute, qualification and experience of this person and requirements for the respective position have not changed; 22.2. in order to ensure a safe and sound operation of a financial market participant, it is necessary to immediately elect the member of the management body of the financial market participant and, therefore, the financial market participant cannot obtain a prior authorisation. During the election to a new position, the person must meet the requirements of good repute, qualification and experience laid down in legal acts. In that case, Lietuvos bankas shall be immediately notified of the replacement of the member of the management body referred to in this subparagraph, and provided with other documents referred to in paragraph 17 of the Guidelines, as well as documents indicating facts and circumstances that posed threat to a safe and sound operation of the financial market participant. CHAPTER 5 REPUTATION ASSESSMENT CRITERIA
23. Any assessment of a person’s reputation shall always include checking whether there are any grounds indicated in the law regulating the activities of a particular financial market participant on the basis of which the person cannot be considered to be of good repute.
24. A person shall be considered to be of good repute if there is no evidence to suggest otherwise, or any reason to have reasonable doubt about the person’s repute. All relevant information available for the reputation assessment should be taken into account irrespective of the country that the events relevant for the assessment were taking place.
25. The assessment of a person’s reputation must always be based on the totality of the circumstances, taking into account those circumstances that individually would not be considered significant but taken together raise reasonable doubts about the person’s repute.
26. An assessment of a person’s reputation shall take into account the data on the person’s conviction, whether expired or not, the administrative sanctions imposed on the person, irrespective of the date on which they were imposed, and any other measures of influence which have been imposed on the person, as well as of the nature of the judgment, sentence or charge, the penalty imposed, the mitigating or aggravating circumstances established, the seriousness of the offence, the period of time which has elapsed since the offence was committed, and the person’s behaviour in the course of the period. As assessment of the circumstances specified in this paragraph shall also consider the extent to which the offence or imposed administrative or other sanctions are relevant to the position to which it is proposed to appoint the person being assessed.
27. A person should not be considered to be of good repute if the person’s personal or business conduct gives rise to any material doubt about their ability to ensure the sound and prudent management of the financial market participant.
28. An assessment of the person’s reputation shall consider the following factors: 28.1. conviction or initiated pre-trial investigation, in particular, initiated because of: 28.1.1. criminal offences under the laws governing banking or other financial institutions, insurance or the financial instruments markets, offences relating to securities markets or securities or payment instruments, or offences under the laws on prevention of money laundering and terrorist financing, market manipulation, or insider trading; Amendments to the subparagraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 28.1.2. offences of dishonesty and/or fraud or financial crimes; 28.1.3. tax offences; 28.1.4. other offences under the legislation relating to companies, bankruptcy, insolvency or consumer protection; 28.2. relevant current or past investigations and/or procedural or other enforcement actions or administrative sanctions imposed for non-compliance with provisions of legal acts regulating the activities of banks or other financial institutions, insurance activities, activities of other financial market participants, markets in financial instruments, payments or any financial services; 28.3. relevant ongoing or past investigations and/or procedural or other enforcement actions imposed by any other regulatory or professional bodies on a person for non-compliance with any provisions of legal acts and/or internal procedures; 28.4. any evidence that a person being assessed has not been cooperative in their dealings with Lietuvos bankas, supervisory or other authorities, has failed to provide all necessary information or provided false information; 28.5. refusal to provide to a person being assessed any registration, authorisation, membership, or licence for any activity, business, or profession; the cases of revocation, withdrawal, termination or suspension of such registration, authorisation, membership, or licence; or expulsion by a supervisory or other competent authority from any organisation; 28.6. any dismissal of the person being assessed from employment or any position of trust, fiduciary relationship or similar situation; 28.7. disqualification by a competent authority from acting as a person who directs the business of a legal person; 28.8. any data confirming that the person being assessed is defaulting or had defaulted on credit obligations; 28.9. the financial and business performance of legal persons owned or directed by the person or in which the person directly or indirectly held or holds the qualifying holding and/or its significant share, as well as any restructuring, bankruptcy or winding-up proceedings, and whether and how the person being assessed has contributed to the circumstances that led to the proceedings; 28.10. any personal bankruptcy declared or initiated by the person; 28.11. civil lawsuits, administrative or criminal proceedings, investments or exposures and loans taken out that could have a significant impact on the financial soundness of the person; 28.12. other significant circumstances.

Repealed as of 01/03/2023 Repeal of the paragraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 SECTION VI QUALIFICATION AND EXPERIENCE ASSESSMENT CRITERIA 30. The assessment of a person’s qualification and experience should consider both, the theoretical experience attained through education and training and the practical experience gained in previous occupations. Financial market participants are recommended to take into account the skills and knowledge acquired or demonstrated by the professional conduct of the person being assessed. 31. The assessment of a person’s qualification and experience should also consider the level and profile of the person’s education and whether it relates with the financial market participant of which the person is or is proposed to be elected or appointed the member of the management body or the key function holder, as well as the qualification degree of the university education, length of service in financial market participants or other companies, considering the nature, scale and complexity of their business as well as the position held by the person being assessed. 32. The assessment of a person’s qualification and experience should also consider the person’s knowledge relating to: 32.1. financial markets; 32.2. regulatory framework, prudential requirements and requirements for the provision of services; 32.3. strategic planning and understanding of a financial market participant’s business strategy or business plan and the process of their accomplishment; 32.4. risk management (identifying, assessing, monitoring, controlling and mitigating the main types of risk of a financial market participant and the areas of its activity, for which the person being assessed is responsible); 32.5. assessing the effectiveness of arrangements, ensuring effective governance, supervision and control; 32.6. interpreting a financial market participant’s financial information, identifying key issues based on this information and implementing appropriate control and other measures. 33. A member of the management body and a single-person management body should have sufficient experience. The person’s experience gained from previous positions should be assessed, with particular regard to: 33.1. length of service; 33.2. the nature and complexity of the business where the position was held, including its organisational structure; 33.3. the person’s functions and competencies, decision-making powers and responsibility; 33.4. the special knowledge gained through the position about the business of a particular financial market participant and understanding the risks the financial market participant faces; 33.5. number of subordinates. 34. A member of the supervisory board must have sufficient experience to be able to critically assess the decisions taken by the management bodies and to supervise their work properly. The experience may be gained from academic, administrative or other positions and/or through the management, supervision or control of the activities of a financial market participant or other legal persons. Members of the supervisory board should be able to demonstrate that they have the technical knowledge necessary to enable them to understand the business of the financial market participant and the risks that it faces. 35. When assessing the suitability of a member of the management body and/or key function holder, in addition to the assessment of a particular person, account shall be taken of the overall composition of the financial market participant’s management body, committee or other structural unit, to which a person is elected or appointed. All members of the financial market participant’s board, supervisory board, committee or another structural unit should have sufficient collective qualification and experience related to the business of a particular financial market participant. 36. As part of the assessment of the suitability of a member of the management body and/or key function holder Lietuvos bankas may arrange an interview with the candidates. The interview process may assess the member’s of the management body and/or key function holder’s qualification and experience, knowledge, skills and their application, ability to perform the functions related to certain duties, comprehension of legal acts regulating the activities of a particular financial market participant and other circumstances provided for in Chapters VI and VII of the Guidelines. Amendments to this paragraph: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 37. If, during the interview conducted by Lietuvos bankas, reasonable doubts arise about qualifications and experience of the member of the management body and/or key function holder, Lietuvos bankas shall have the right to: 37.1. inform the financial market participant on the doubts and require to reassess the suitability of the member of the management body and/or key function holder; 37.2. order the financial market participant to take measures referred to in paragraph 10 of the Guidelines; 37.3. take other actions provided for by legal acts. 38. Where the interview shows that qualifications and experience of the member of the management body and/or key function holder are insufficient for the proper holding of the position, Lietuvos bankas shall object the appointment of this person in accordance with the procedure laid down by legal acts, and where the person has already been appointed – acknowledge such person as unsuitable for the position. 39. In carrying out the assessment of a member of the management body and/or key function holder specified in paragraph 37 of the Guidelines, Lietuvos bankas, inter alia , shall take into account the assessed person’s ability to make decisions, design strategy, vision, perception of the financial market participant’s strategy, judgement on risks, independence of mind, as well as other qualities necessary for holding the particular position. 40. When, according to the law regulating the activities of a particular financial market participant, the financial soundness of a candidate for the position of a member of the management body and/or key function holder is to be assessed, Lietuvos bankas shall take into account whether such person duly fulfils the financial and debt obligations, and other circumstances which may affect a sound management of the financial market participant. The fact that the person’s financial resources are limited does not in itself affect the suitability of the member of the management body and/or key function holder. CHAPTER VII OTHER ASSESSMENT CRITERIA 41. An assessment of the suitability of members of the management body of financial market participants referred to in subparagraphs 17.3 and 17.3 1 of the Guidelines shall include a check for any grounds (conditions) specified in the law regulating the activities of the financial market participant, on the basis of which the person cannot be considered suitable for the position. Amendments to this paragraph: No 03-91 , 01/08/2024, published in RLA on 02/08/2024, ID code 2024-14077 42. In the cases referred to in laws regulating the activities of a particular financial market participant, other criteria relevant for a member of the management body and/or key function holder should also be assessed, such as: 42.1. potential conflicts of interests; 42.2. ability to commit sufficient time for work in a financial market participant; 42.3. the personal independence and ability to perform the duties independently, and avoid any undue influence from other persons. 43. In assessing a person’s independence, the following shall be considered: 43.1. present and former positions held by the person in the financial market participant or other legal persons; 43.2. personal, professional or other economic relations of a person with the members or administration of the same financial market participant, or of its parent company or subsidiaries, shareholders controlling the financial market participant, the parent company or subsidiary; 43.3. other circumstances, due to which a conflict of interest arises or is likely to arise and which can influence the judgement or decisions made by a member of the management body and/or key function holder. 44. When electing or appointing a person as a member of the management body, a bank must also assess the professional characteristics of the person to be elected or appointed, including the ability to work in and manage a group of people, communicate with both the bank’s employees and its clients. The person shall also be assessed on the basis of their competence in the laws and other legal acts of the Republic of Lithuania regulating the activities of the bank, as well as the person’s ability to apply such laws or legal acts when implementing the bank’s objectives, tasks and functions. The person shall be selected and elected or appointed to the position of the member of the management body, the level whereof corresponds to their qualification and experience. The provisions of this paragraph shall also apply to the election or appointment of members of the management body of a central credit union. SECTION VIII FINAL PROVISIONS 45. Where the law regulating the activities of the respective financial market participant does not establish otherwise, Lietuvos bankas shall take a decision on the candidacy of the proposed members of the management body no later than within 30 days since the receipt date of all required documents and data. Lietuvos bankas shall have the right to request additional documents, data or explanations. In that case, the term for processing the application shall be calculated from the receipt date of the latest documents, data or explanations. 46. Unless otherwise specified in the legal acts regulating the activities of the respective financial market participant, the financial market participant must notify Lietuvos bankas immediately, but not later than within 10 working days from the date on which the member of the management body and/or key function holder commenced or ceased to perform their duties, and shall specify the name and surname and duties of the person who has commenced or ceased to perform their duties, as well as the date when the person commenced or ceased to perform the duties. 47. With the change of the data furnished under the present Guidelines to Lietuvos bankas on the persons elected or appointed to the position of the member of the management body and/or key function holder, Lietuvos bankas shall be provided with updated data within 15 working days from the date of the change or becoming aware of the change, with the exception of cases when the changed information has no impact on the results of evaluation regarding persons’ compliance with the requirements set out in legal acts. 48. A financial brokerage firm and a credit institution providing investment services must notify Lietuvos bankas in writing within five business days of the change of the compliance officer, and submit a questionnaire for a member of the management body completed by the compliance officer in accordance with the form set out in Annex 1 to the present Guidelines.

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Annex 1 to the Guidelines on the Assessment of Members of the Management Body and Key Function Holders of Financial Market Participants Supervised by Lietuvos bankas QUESTIONNAIRE OF THE MEMBER OF THE MANAGEMENT BODY AND KEY FUNCTION HOLDER OF A FINANCIAL MARKET PARTICIPANT SUPERVISED BY LIETUVOS BANKAS Relevant information Information presented by you in this Questionnaire, including your personal data, is necessary and will be used for the performance of functions of the supervisory authority and, in performing such functions may be disclosed to third parties. The information on personal data processing at Lietuvos bankas is published on the website of Lietuvos bankas: https://www.lb.lt/en/implementation-of-data-subjects-rights . The information you provide in the Questionnaire must be correct and complete. Where the information provided is incorrect and/or incomplete, the assessment of the candidacy of the member of the management body and/or key function holder, proposed by the financial market participant supervised by the supervisory authority, may take up more time; furthermore, this can lead to the decision not to approve the proposed candidate to the member of the management body and/or key function holder. I hereby confirm that I am aware of my obligation to provide correct and complete information and of the likely consequences of its breach. Appointee (name, surname, signature) Financial market participant (name, surname, signature) Instructions for completing

1. In the items requiring a “yes” or “no” answer, please mark the respective box and provide the requested information and documents.
2. In the items where information on natural persons is requested, please indicate their names and surnames, personal identification number (if not available, please specify the person’s date and place of birth), and in the items where information on legal persons (undertakings, institutions) is requested, please specify their name, code and head office address, unless more detailed information is requested.
3. In the items where information on dates is requested, the dates shall be specified by indicating the year and the month, e.g. “October 1990–March 1991”.
4. In the columns of tables to be filled in with information on the legal basis, please indicate the legal act and its applicable provisions; in the columns to be filled in with information on the factual basis, please provide a brief description of the factual circumstances.
5. When completing the form, please avoid references to other documents (annexes). Please provide information in separate documents only when this is requested or when the information cannot be provided in the template due to objective reasons (e.g. large amount of information). Please specify the enclosed documents (their titles and number of pages) in Part VIII of this Questionnaire.
6. Where the data on committed criminal acts, administrative offences, ongoing investigations, completed assessments, etc. are collected and stored in the registers (databases) processed by public authorities, please provide certificates, extracts or equivalent documents issued by such authorities, or state the reasons why such documents cannot be submitted (where a competent authority has no data on criminal acts and administrative offences committed by a person, please submit a document issued by the competent authority supporting such information). This requirement does not apply where the information is in possession of public authorities of the Republic of Lithuania.
7. If you fail to answer all questions or explain why you have not answered them, or if you do not confirm the provided information by your signature, the information provided will be deemed to be incomplete, which may lead to the consequences mentioned above.
8. As part of your legal obligation to notify changes to the previously submitted information, please only complete the parts of the form where the requested information has changed. Definitions: collective suitability means

the adequacy of the appointee’s knowledge, skills and experience to ensure the effective performance of the functions of the body of the financial market participant in question, taking into account the competence of all the members of that body to act as managers and the added value of the appointee’s expertise for the effective performance of the body as a whole; privileged counting means counting of the current positions held by a person applying for the position of a member of the management body of the bank, which is recognised to be a global systematically important institution under the laws regulating the bank’s activities and requirements of the legal acts of the supervisory authority, pursuant to paragraph 183 of the General Guidelines on Internal Governance of Banks approved by Resolution No 03-176 of the Board of Lietuvos bankas on the approval of the general guidelines on internal governance of banks, which stipulates the positions deemed to constitute a single directorship;

appointee means a person whose candidacy is presented to Lietuvos bankas. Content and completing persons Part of the content Completing person Part I. Identification details of a financial market participant and appointee Appointee and financial market participant Part II. Information on the position of the appointee Financial market participant Part III. Qualification and experience Appointee. When completing this part consider the scope of the requirements laid down by legal acts Part IV. Good repute Appointee Part V. Conflicts of interests Question 1 – appointee Question 2 – financial market participant Part VI. Ability to commit sufficient time Question 1 – financial market participant Questions 2-4 – appointee Part VII. Collective suitability Financial market participant Part VIII. Documents to be enclosed Financial market participant Part IX. Acknowledgements and consents Appointee and financial market participant PART I. IDENTIFICATION DETAILS OF A FINANCIAL MARKET PARTICIPANT AND APPOINTEE Details of the financial market participant Name Code Details of the appointee Name and surname Former surname (if different) Personal identification number (where available) Date and place of birth (where personal identification number is unavailable) Citizenship (citizenships) Former citizenship (citizenships), if different Please provide a copy of the personal identity document. Address Permanent residence address Contact details Correspondence address (if different from the permanent residence address) Phone Email PART II. INFORMATION ON THE POSITION OF AN APPOINTEE Title Areas of responsibility Body of the financial market participant electing (appointing) a person for the position of a member of the management body and/or key function holder, or other person (persons) entitled to such rights Will the appointee replace another person? Yes □ No □ If the appointee is to replace another person, indicate the person and state the reasons Confirmation that the appointee meets the requirements set forth by the legal acts applicable to a person performing the functions of a member of the management body and/or key function holder of a financial market participant. If the appointee does not meet the specified requirements and such approval is not possible, please specify the requirements the appointee does not meet, including a reasoned explanation of why the decision was made to elect or appoint this person a member of the management body and/or key function holder, and the rationale for considering the qualification and experience of the appointee sufficient for proper performance of the duties concerned PART III. QUALIFICATION AND EXPERIENCE

1. Education Date Educational establishment where professional qualification was acquired Acquired professional qualification

2. Do you speak Lithuanian? [1] Yes □ No □

3. Work and professional activities you have been engaged in for the last 10 years. Please complete the table in chronological order, starting with your position and professional activities on the date of the Questionnaire. Date (from–to) Workplace (name, code, registered office address, a brief description of work) Current (former) position (professional activity) Areas of expertise and specific knowledge related to the financial market

4. If you do not possess relevant experience and/or qualification, indicate the factors able to compensate for that lack of experience and/or qualification (e.g. change of qualification or training, compensatory experience in other areas, academic degrees or academic experience, other special skills).

5. Other information about you which, in your opinion, is significant for the assessment of your qualification and experience. PART IV. GOOD REPUTE

6. Have you or your subsidiary (former subsidiary) or the undertaking whose member (former member) of the management body you are (were) ever been: 1.1. Tried (accused) and/or convicted for a criminal offence under the criminal law of the Republic of Lithuania or a foreign state, regardless of whether the conviction has expired? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority 1.2. Suspects in a pre-trial investigation? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority

7. In the past 10 years, you or your subsidiary (former subsidiary) or the undertaking where you are a member (former member) of the management body: 2.1. have (has) ever been subject to administrative penalties, disciplinary penalties or other legislative sanctions (enforcement measure) have been imposed? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority 2.2. have (has) ever been subject to investigation initiated by law enforcement authorities or other authorities, application of procedural or other enforcement (coercive) measures with regards to the offences specified in subparagraph 2.1 and/or violations of other legal acts? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority 2.3. ever been the subject of bankruptcy, restructuring proceedings, investigation opened according to Article 2.124 of the Civil Code [2] or respective procedures under legal acts of a foreign country? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Other circumstances 2.4. ever been a defendant in civil proceedings in which the plaintiffs’ claims were upheld (choose “Yes” if this circumstance has (had) a significant impact on the financial credibility of your company, your currently (earlier) controlled companies or the company whose manager you are (were))? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority 2.5. ever been refused a licence, authorisation, registration or otherwise refused the right to engage in a certain activity, or validity of your licence, authorisation, registration has been cancelled, suspended, or the right to engage in certain activity has been withdrawn otherwise? Or has an application for a licence, authorisation, registration or the right to otherwise engage in a certain activity been withdrawn on the initiative of the applicant prior to the date of the decision? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority 2.6. have (has) ever acquired a portion of a company’s qualifying holding and/or voting rights, increased, transferred or reduced it without prior notice to a respective supervisory authority, whenever it was necessary, or have your voting right ever been suspended (cancelled) while you were holding a share of the legal person’s authorised capital and/or voting rights? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority 2.7. have ever resigned from position, have been dismissed from position through your fault or have the trust relationship with you been severed or other similar situations happened? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority 2.8. ever been evaluated (authorised) by authorities supervising activities of entities providing financial or insurance services or by other authorities (including the cases when the procedure of evaluation (authorisation) was terminated after you have withdrawn the application on your own initiative)? Yes □ No □ If yes, please complete the table. Date Results Authority

8. Are you addicted to gambling? Yes □ No □

9. Do you abuse psychotropic, narcotic, toxic substances or alcohol? Yes □ No □

10. Other information (positive and negative) about you which, in your opinion, is significant for the assessment of your reputation. PART V. CONFLICTS OF INTERESTS [3]

11. Please complete the table, indicating the possible conflicts of interests: Item No Question Yes No 1.1. Do you have any in close personal relationship [4] with other members of the management bodies and/or key function holders of a financial market participant indicated in Part I of this Questionnaire, the parent undertaking or its subsidiaries, or a person who has a qualifying holding in a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries? □ □ 1.2. Do you conduct any business activities (privately or through a subsidiary) with a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries? □ □ 1.3. Are you currently involved, either directly or indirectly, in any legal proceedings initiated against a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries? □ □ 1.4. Do you have any professional or commercial relationship (association) or have you had such relationship over the past two years with a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries, or with competitors of a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries? □ □ 1.5. Do you either personally or through your subsidiary have a substantial financial interest (have a share of qualifying holding and/or voting rights or have made any investments) in a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries? □ □ 1.6. Do you, in any way, represent any shareholder of a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries? □ □ 1.7. Do you have any substantial financial obligations to a financial market participant indicated in Part I of this Questionnaire, its parent undertaking or subsidiaries? [5] □ □ 1.8. Do you hold and/or have held any positions of political influence (nationally or locally) over the past two years? □ □ 1.9. Do you have any other relations not covered by the questions above, but potentially adversely affecting the interests of a financial market participant indicated in Part I of this Questionnaire, or hold a position or participate in activities other than those mentioned above? □ □ If you answered “yes” in at least one question, please provide more information.

12. Upon evaluation of responses of an appointee to the questions provided above, please indicate how you propose to mitigate a potential conflict of interest and whether or not the conflict of interest is considered material. Please include relevant documentation if needed (e.g. Articles of Association, internal regulations). PART VI. ABILITY TO COMMIT SUFFICIENT TIME

13. How much time must be committed to the function an appointee will perform in a financial market participant indicated in Part I of this Questionnaire? [6]

14. How much time will you be able to commit to performing the functions in a financial market participant indicated in Part I of this Questionnaire, where you seek or already hold a position? [7]

15. Indicate all currently held or sought positions, beginning with the position this Questionnaire is completed for (indicate other positions in the table which you hold in a financial market participant indicated in Part I of this Questionnaire). Undertaking (name, code, registered office address, a short description of its activities) [8] Size of the undertaking [9] Position currently held or sought in the undertaking [10] Privileged counting or no counting [11] Additional responsibilities [12] Time committed for performing the duties [13] Number of meetings a year [14] Term of office (from–to)

16. If privileged counting is applied, indicate whether interaction between positions held in different undertakings is ensured, and whether this interaction may justify the same amount of time committed for performing the different duties. [15] PART VII. COLLECTIVE SUITABILITY [16]

17. How will the appointee contribute to securing the collective suitability of a financial market participant indicated in Part I of this Questionnaire? Please explain in what way the appointee contributes to the collective suitability of the management body of a financial market participant indicated in Part I of this Questionnaire, refer (where relevant) to the outcome of the most recent self-assessment of the collective suitability of the management body. PART VIII. DOCUMENTS TO BE ENCLOSED

18. The documents furnished to Lietuvos bankas must meet the requirements of the General Regulations on the Submission and Examination of the Applications for Authorisation of Financial Market Participants Supervised by the Bank of Lithuania and on the Granting of Authorisation, approved by Resolution No 58 of the Board of Lietuvos bankas of 6 May 2004 on the approval of the general regulations on the submission and examination of the applications for authorisation of financial market participants supervised by the Bank of Lithuania and on the granting of authorisation.

19. Please specify the enclosed documents and the number of their pages. If you do not submit any of the documents, please state the reasons. Item No Document title Total pages Reason for non-submission (completed when a document is not submitted) PART IX. ACKNOWLEDGEMENTS AND CONSENTS

20. Acknowledgements and consents of an appointee. I, the undersigned, hereby: Confirm that this Questionnaire and annexes attached thereto, to my knowledge, contain all required information and the data provided is complete, correct and not misleading. I am prepared to provide all other requested documents, information and explanations required by the supervisory authority for performing the assessment of my candidacy. Understand that the supervisory authority acting in accordance with the procedure laid down by legal acts of the European Union and of the Republic of Lithuania may check the data and information provided in this Questionnaire, as well as other data and information submitted by me, and further agree that the supervisory authority may collect all necessary information about me or related to my person. I also understand that for the purpose of verifying the data and information submitted by me the supervisory authority may involve respective authorities of the Republic of Lithuania and of other countries to which the data and information submitted by me to the supervisory authority may be disclosed in accordance with the procedure set forth by legal acts. Confirm that I understand my responsibilities and obligations arising from the legislation of the European Union and the Republic of Lithuania. Undertake to inform the financial market participant, without undue delay, but no later than within 15 working days, of any changes in the information provided in this Questionnaire and submit, as soon as possible, the supporting documents as long as I am a member of the management body (or a key function holder) of the financial market participant, with the exception of cases when the changed information has no impact on the results of evaluation regarding the persons’ compliance with the requirements set out in legal acts. (completion date) (name, surname, signature)

21. Acknowledgements and consents of the financial market participant. I, the undersigned, hereby: Confirm that this Questionnaire and annexes attached thereto, to my knowledge, contain all required information and the data provided is complete, correct and not misleading. I am prepared to provide all other requested documents, information and explanations required by the supervisory authority for performing the assessment of the candidacy of the member of the management body (key function holder) of the financial market participant. Confirm that the financial market participant has required to provide all the information needed for the assessment of the appointee’s suitability, and that the financial market participant has decided whether the appointee is competent and suitable having duly considered that information. Confirm that the financial market participant, having performed proper examination and assessed competence and suitability criteria established in the legal acts of the Republic of Lithuania, considers that the appointee is competent and suitable for performing the duties laid down in this Questionnaire. Undertake to inform the supervisory authority, without undue delay, but no later than within 15 working days, of any changes in the information provided in this Questionnaire and submit, as soon as possible, the supporting documents, with the exception of cases when the changed information has no impact on the results of evaluation regarding persons’ compliance with the requirements set out in legal acts. (completion date) (name, surname, signature) Amendments to the Annex. No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 Annex 2 to the Guidelines on the Assessment of Members of the Management Body and Key Function Holders of Financial Market Participants Supervised by Lietuvos bankas QUESTIONNAIRE OF THE MEMBER OF THE MANAGEMENT BODY OR KEY FUNCTION HOLDER OF THE CONSUMER CREDIT PROVIDER, CREDITOR, PEER-TO-PEER LENDING PLATFORM OPERATOR, CREDIT INTERMEDIARY, CURRENCY EXCHANGE OPERATOR, PAYMENT INSTITUTION HOLDING A LICENCE FOR RESTRICTED ACTIVITY, ELECTRONIC MONEY INSTITUTION HOLDING A LICENCE FOR RESTRICTED ACTIVITY Amendment to the name of the Annex: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 Relevant information The information presented by you in this Questionnaire, including your personal data, is necessary and will be used for the performance of functions of the supervisory authority and, in performing such functions may be disclosed to third parties. The information on personal data processing at Lietuvos bankas is published on the website of Lietuvos bankas: https://www.lb.lt/en/implementation-of-data-subjects-rights . The information you provide in the Questionnaire must be correct and complete. Where the information provided is incorrect and/or incomplete, the assessment of applications for the position of a member of the management body and/or key function holder, offered by the financial market participant supervised by the supervisory authority, may be delayed; also, this can lead to the decision not to approve the application for the position of a member of the management body and/or key function holder. I hereby confirm that I am aware of my obligation to provide correct and complete information and of the likely consequences of its breach. Appointee (name, surname, signature) Financial market participant (name, surname, signature) Instructions for completing

22. In the items requiring a “yes” or “no” answer, please mark the respective box and provide the requested information and documents.

23. In the items where information on natural persons is requested, please indicate their names and surnames, personal identification number (if not available, please specify the person’s date and place of birth), and in the items where information on legal persons (undertakings, institutions) is requested, please specify their name, code and head office address, unless more detailed information is requested.

24. In the items where information on dates is requested, the dates shall be specified by indicating the year and the month, e.g. “October 1990–March 1991”.

25. In the columns of tables to be filled in with information on the legal basis, please indicate the legal act and its applicable provisions; in the columns to be filled in with information on the factual basis, please provide a brief description of the factual circumstances.

26. When completing the form, please avoid references to other documents (annexes). Please provide information in separate documents only when this is requested or when the information cannot be provided in the template due to objective reasons (e.g. large amount of information). Please specify the enclosed documents (their titles and number of pages) in Part V of this Questionnaire.

27. Where the data on committed criminal acts, administrative offences, ongoing investigations, completed assessments, etc. are collected and stored in the registers (databases) processed by public authorities, please provide certificates, extracts or equivalent documents issued by such authorities, or state the reasons why such documents cannot be submitted (where a competent authority has no data on criminal acts and administrative offences committed by a person, please submit a document issued by the competent authority supporting such information). This requirement does not apply where the information is in possession of public authorities of the Republic of Lithuania.

28. If you fail to answer all questions or explain why you have not answered them, or if you do not confirm the provided information by your signature, the information provided will be considered incomplete, which may lead to the above specified consequences.

29. As part of your legal obligation to notify changes to the previously submitted information, please only complete the parts of the form where the requested information has changed. Definitions Appointee means a person whose candidacy is presented to Lietuvos bankas. Content and completing persons Part of the content Completing person Part I. Identification details of a financial market participant and appointee Appointee and financial market participant Part II. Information on the position of the appointee Financial market participant Part III. Education and work experience Appointee. When completing this part consider the scope of the requirements laid down by legal acts Part IV. Suitability Appointee Part V. Documents to be enclosed Financial market participant Part VI. Acknowledgements and consents Appointee and financial market participant PART I. IDENTIFICATION DETAILS OF A FINANCIAL MARKET PARTICIPANT AND APPOINTEE

30. Details of the financial market participant Name Code

31. Details of the appointee Name and surname Former surname (if different) Personal identification number (where available) Date and place of birth (where personal identification number is unavailable) Citizenship (citizenships) Former citizenship (citizenships), if different Please provide a copy of the personal identity document.

32. Contact details Permanent residence address Correspondence address (if different from the permanent residence address) Phone Email PART II. INFORMATION ON THE POSITION OF AN APPOINTEE Position Areas of responsibility Body of the financial market participant electing (appointing) a person for the position of a member of the management body and/or key function holder, or other person (persons) entitled to such rights Confirmation that the appointee meets the requirements set forth by the legal acts applicable to a person performing the functions of a member of the management body and/or key function holder of a financial market participant. If the appointee does not meet the requirements specified and such approval is not possible, please specify the requirements the appointee does not meet, including a reasoned explanation of why the decision was made to elect or appoint this person a member of the management body and/or key function holder, and the rationale for considering the qualification and experience of the appointee sufficient for proper performance of the duties concerned. PART III. EDUCATION AND WORK EXPERIENCE Note: Members of the management body and key function holders of the consumer credit providers and currency exchange operators do not complete this part of the Questionnaire.

33. Education Date Educational establishment where professional qualification was acquired Acquired professional qualification

34. Work and professional activities you have been engaged in for the last 10 years. Please complete the table in chronological order, starting with your position and professional activities on the date of the Questionnaire. Date (from–to) Workplace (name, code, registered office address, a brief description of work) Current (former) position (professional activity) Areas of expertise and specific knowledge related to the financial market

35. Other information about you which, in your opinion, is significant for the assessment of your qualification and experience. Amendments to the section: No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 PART IV. SUITABILITY

36. Have you ever been convicted for a serious, grave crime or criminal offence against property, property rights and property interests, economy and business order, financial system or equivalent crimes under criminal laws of other countries, where the conviction has not yet expired or it has not been reversed or less than three years have passed since the effective date of the court judgement based on which you were convicted for the criminal acts specified in this paragraph? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority

37. Has any administrative penalty or another sanction established by law been imposed on you for a gross violation of the requirement of the law or another legal act regulating the provision of financial services or the activities of financial institutions, or the Republic of Lithuania Law on the Prevention of Money Laundering and Terrorist Financing, if less than three years have passed since imposition of the administrative penalty or another sanction established by the law? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority

38. Have you ever directly or indirectly managed a qualifying holding of the authorised capital and/or the voting rights or a share enabling to have a direct and/or indirect decisive impact on the legal entity? Or have you been the manager of a legal entity deprived of the right to engage in the provision of financial services or to which another sanction has been established for a gross violation of the requirement of a law or another legal act regulating the provision of financial services or the activities of financial institutions, if less than three years have passed since the effective date of the sanctions; or conviction for the criminal acts specified in item 1 of Part IV of this Questionnaire has come into effect in respect of this legal entity and less than three years have passed since the effective date of the court judgement? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority

Note: Members of the management body of currency exchange operators, payment institutions holding a licence for restricted activity and electronic money institutions holding a licence for restricted activity do not have to complete the question. Has a judgement of conviction become effective against the legal person for committing a criminal offence provided for in item 1 of Part IV of this Questionnaire and less than three years have passed since the effective date of the court judgement (shall be completed where the member of the management body is a legal person)? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority PART V. DOCUMENTS TO BE ENCLOSED

1. The documents furnished to Lietuvos bankas must meet the requirements of the General Regulations on the Submission and Examination of the Applications for Authorisation of Financial Market Participants Supervised by the Bank of Lithuania and on the Granting of Authorisation, approved by Resolution No 58 of the Board of Lietuvos bankas of 6 May 2004 on the approval of the general regulations on the submission and examination of the applications for authorisation of financial market participants supervised by the Bank of Lithuania and on the granting of authorisation.
2. Please specify the enclosed documents and the number of their pages. If you do not submit any of the documents, please state the reasons. Item No Document title Total pages Reason for non-submission (completed when a document is not submitted) PART VI. ACKNOWLEDGEMENTS AND CONSENTS
3. Acknowledgements and consents of an appointee. I, the undersigned, hereby: Confirm that this Questionnaire and annexes attached thereto, to my knowledge, contain all required information and the data provided is complete, correct and not misleading. I am prepared to provide all other requested documents, information and explanations required by the supervisory authority for performing the assessment of my candidacy. Understand that the supervisory authority acting in accordance with the procedure laid down by legal acts of the European Union and of the Republic of Lithuania may check the data and information provided in this Questionnaire, as well as other data and information submitted by me, and further agree that the supervisory authority may collect all necessary information about me or related to my person. I also understand that for the purpose of verifying the data and information submitted by me the supervisory authority may involve respective authorities of the Republic of Lithuania and of other countries to which the data and information submitted by me to the supervisory authority may be disclosed in accordance with the procedure set forth by legal acts. Confirm that I understand my responsibilities and obligations arising from the legislation of the European Union and the Republic of Lithuania. Undertake to inform the financial market participant, without undue delay, but no later than within 15 working days, of any changes in the information provided in this Questionnaire and submit, as soon as possible, the supporting documents as long as I am a member of the management body (or key function holder) of the financial market participant, with the exception of cases when the changed information has no impact on the results of evaluation regarding persons’ compliance with the requirements set out in legal acts. (completion date) (name, surname, signature)

Acknowledgements and consents of the financial market participant. I, the undersigned, hereby: Confirm that this Questionnaire and annexes attached thereto, to my knowledge, contain all required information and the data provided is complete, correct and not misleading. I am prepared to provide all other requested documents, information and explanations required by Lietuvos bankas for performing the assessment of the candidacy of the member of the management body (key function holder) of the financial market participant. Confirm that the financial market participant has required to provide all the information needed for the assessment of the appointee’s suitability, and that the financial market participant has decided whether the appointee is competent and suitable having duly considered that information. Confirm that the financial market participant, having performed proper examination and assessed competence and suitability criteria established in the legal acts of the Republic of Lithuania, considers that the appointee is competent and suitable for performing the duties laid down in this Questionnaire. Undertake to inform Lietuvos bankas, without undue delay, but no later than within 15 working days, of any changes in the information provided in this Questionnaire and submit, as soon as possible, the supporting documents, with the exception of cases when the changed information has no impact on the results of evaluation regarding persons’ compliance with the requirements set out in legal acts. (completion date) (name, surname, signature) Amendments to the Annex. No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 Annex 3 to the Guidelines on the Assessment of Members of the Management Body and Key Function Holders of Financial Market Participants Supervised by Lietuvos bankas TABLES OF RELATED PARTIES Please provide the details of the legal persons listed in the Questionnaire of the member of the management body and key function holder of a financial market participant supervised by Lietuvos bankas, and in the Questionnaire of the member of the management body and the key function holder of a consumer credit provider, creditor, peer-to-peer lending platform operator, credit intermediary, currency exchange operator, payment institution holding a licence for restricted activity, electronic money institution holding a licence for restricted activity, in which the person is or was holding over the last 10 years the position of the member of the management body and key function, as well as the details of entities in which the person has or had over the last 10 years directly or indirectly acquired a qualifying holding in the share capital and/or voting rights. In case the Questionnaires are submitted for several persons, Lietuvos bankas may be submitted consolidated Tables of Related Parties.

1. Table of Natural Persons (details of the person(s) completing the questionnaires specified above) Surname / former surname (if different) 1st name / 2nd name / patronymic name (if any) Date of birth / personal identification number Citizenship Identity document (type, number, date of issue) Permanent residence address Other information (e.g. current / prospective manager, shareholder, etc.)
2. Table of Legal Persons Name Form of activity (AB, UAB, SIA, LTD, etc.) Company code Country Registration address Other information (e.g. indicating links to the persons listed in the Table of Natural Persons or other persons listed in the Table of Legal Persons) “ Amendments to the Annex. No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 Annex 4 to the Guidelines on the Assessment of Members of the Management Body andKey Function Holders of Financial Market Participants Supervised by Lietuvos bankas QUESTIONNAIRE OF THE MANAGER OF THE CREDIT SERVICER Relevant information Information presented by you in this Questionnaire, including your personal data, is necessary and will be used for the performance of functions of the supervisory authority and, in performing such functions may be disclosed to third parties. The information on personal data processing at Lietuvos bankas is published on the website of Lietuvos bankas: https://www.lb.lt/en/implementation-of-data-subjects-rights . The information you provide in the Questionnaire must be correct and complete. Where the information provided is incorrect and/or incomplete, the assessment of the candidacy of the manager, proposed by the credit servicer supervised by Lietuvos bankas, may take up more time; furthermore, this can lead to the decision not to approve the proposed candidate to the manager. I hereby confirm that I am aware of my obligation to provide correct and complete information and of the likely consequences of its breach. Appointee (name, surname, signature) Credit servicer (name, surname, signature) Instructions for completing
3. In the items requiring a “yes” or “no” answer, please mark the respective box and provide the requested information and documents.
4. In the items where information on natural persons is requested, please indicate their names and surnames, personal identification number (if not available, please specify the person’s date and place of birth), and in the items where information on legal persons (undertakings, institutions) is requested, please specify their name, code and head office address, unless more detailed information is requested.
5. In the items where information on dates is requested, the dates shall be specified by indicating the year and the month, e.g. “October 1990–March 1991”.
6. In the columns of tables to be filled in with information on the legal basis, please indicate the legal act and its applicable provisions; in the columns to be filled in with information on the factual basis, please provide a brief description of the factual circumstances.
7. When completing the form, please avoid references to other documents (annexes). Please provide information in separate documents only when this is requested or when the information cannot be provided in the Questionnaire due to objective reasons (e.g. large amount of information). Please specify the enclosed documents (their titles and number of pages) in Part V of this Questionnaire.
8. Where the data on committed criminal acts, administrative offences, ongoing investigations in respect of the person’s actions, completed assessments, etc. are collected and stored in the registers (databases) processed by public authorities, please provide certificates, extracts or equivalent documents issued by such authorities, or state the reasons why such documents cannot be submitted (where a competent authority has no data on criminal acts and administrative offences committed by a person, please submit a document issued by the competent authority supporting such information). This requirement does not apply where the information is in possession of public authorities of the Republic of Lithuania.
9. If you fail to answer all questions or explain why you have not answered them, or if you do not confirm the provided information by your signature, the information provided will be deemed to be incomplete, which may lead to the consequences mentioned above.
10. As part of your legal obligation to notify changes to the previously submitted information, please only complete the parts of the Questionnaire where the requested information has changed. Definitions Appointee means a person whose candidacy is presented to Lietuvos bankas. Content and completing persons

Part of the content Completing person Part I. Identification details of a credit servicer and appointee Appointee and financial market participant Part II. Information on the position of the appointee Credit servicer Part III. Education and work experience Appointee. When completing this part consider the scope of the requirements laid down by legal acts Part IV. Suitability Appointee Part V. Documents to be enclosed Credit servicer Part VI. Acknowledgements and consents Appointee and financial market participant PART I. IDENTIFICATION DETAILS OF A CREDIT SERVICER AND APPOINTEE

1. Details of a credit servicer Name Code
2. Details of the appointee Name and surname Former surname (if different) Personal identification number (where available) Date and place of birth (where personal identification number is unavailable) Citizenship (citizenships) Former citizenship (citizenships), if different Please provide a copy of the personal identity document.
3. Contact details Permanent residence address Correspondence address (if different from the permanent residence address) Phone Email PART II. INFORMATION ON THE POSITION OF AN APPOINTEE Position Areas of responsibility Body of the credit servicer electing (appointing) a person for the position of the manager, or other person (persons) entitled to such rights Confirmation that the appointee meets the requirements set forth by the legal acts applicable to the manager of a credit servicer. If the appointee does not meet the specified requirements, please specify the requirements the appointee does not meet, including a reasoned explanation of why the decision was made to elect or appoint this person the manager, and the rationale for considering the qualification and experience of the appointee sufficient for proper performance of the duties concerned PART III. EDUCATION AND WORK EXPERIENCE
4. Education Date Educational establishment where professional qualification was acquired Acquired professional qualification
5. Work and professional activities you have been engaged in for the last 10 years. Please complete the table in chronological order, starting with your position and professional activities on the date of the Questionnaire. Date (from–to) Workplace (name, code, registered office address, a brief description of work) Current (former) position (professional activity) Areas of expertise and specific knowledge related to the performance of the duties in a credit servicer
6. Other information about you which, in your opinion, is significant for the assessment of your qualification and experience. PART IV. SUITABILITY
7. Have you ever been convicted for a serious, grave crime or criminal offence against property, property rights and property interests, economy and business order, financial system, an offence against human health, public security, an offence or minor offence against the civil service and public interests or equivalent crimes under criminal laws of other countries, where the conviction has not yet expired or it has not been reversed for the criminal acts specified in this paragraph? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority
8. Are you subject to personal bankruptcy proceedings? Yes □ No □ If yes, please complete the table. Date Legal basis Factual background Authority
9. Did you act in a transparent, open and cooperative way in liaising with supervisory and other regulatory authorities? Yes □ No □ If no, please complete the table. Date Legal basis Factual background Authority PART V. DOCUMENTS TO BE ENCLOSED
10. The documents furnished to Lietuvos bankas must meet the requirements of the General Regulations on the Submission and Examination of the Applications for Authorisation of Financial Market Participants Supervised by the Bank of Lithuania and on the Granting of Authorisation, approved by Resolution No 58 of the Board of Lietuvos bankas of 6 May 2004 on the approval of the general regulations on the submission and examination of the applications for authorisation of financial market participants supervised by the Bank of Lithuania and on the granting of authorisation.
11. Please specify the enclosed documents and the number of their pages. If you do not submit any of the documents, please state the reasons. Item No Document title Total pages Reason for non-submission (completed when a document is not submitted) PART VI. ACKNOWLEDGEMENTS AND CONSENTS
12. Acknowledgements and consents of an appointee. I, the undersigned, hereby: Confirm that this Questionnaire and annexes attached thereto, to my knowledge, contain all required information and the data provided is complete, correct and not misleading. I am prepared to provide all other requested documents, information and explanations required by the supervisory authority for performing the assessment of my candidacy. Understand that the supervisory authority acting in accordance with the procedure laid down by legal acts of the European Union and of the Republic of Lithuania may check the data and information provided in this Questionnaire, as well as other data and information submitted by me, and further agree that the supervisory authority may collect all necessary information about me or related to my person. I also understand that for the purpose of verifying the data and information submitted by me the supervisory authority may involve respective authorities of the Republic of Lithuania and of other countries to which the data and information submitted by me to the supervisory authority may be disclosed in accordance with the procedure set forth by legal acts. Confirm that I understand my responsibilities and obligations arising from the legislation of the European Union and the Republic of Lithuania. Undertake to inform the credit servicer, without undue delay, but no later than within 15 working days, of any changes in the information provided in this Questionnaire and submit, as soon as possible, the supporting documents as long as I am the manager of a credit servicer, with the exception of cases when the changed information has no impact on the results of evaluation regarding persons’ compliance with the requirements set out in legal acts. (completion date) (name, surname, signature)

Acknowledgements and consents of a credit servicer. I, the undersigned, hereby: Confirm that this Questionnaire and annexes attached thereto, to my knowledge, contain all required information and the data provided is complete, correct and not misleading. I am prepared to provide all other requested documents, information and explanations required by Lietuvos bankas for performing the assessment of the candidacy of the manager of a credit servicer. Confirm that the credit servicer has required to provide all the information needed for the assessment of the appointee’s suitability, and that the financial market participant has decided whether the appointee is competent and suitable having duly considered that information. Confirm that the credit servicer, having performed proper examination and assessed competence and suitability criteria established in the legal acts of the Republic of Lithuania, considers that the appointee is competent and suitable for performing the duties laid down in this Questionnaire. Undertake to inform Lietuvos bankas, without undue delay, but no later than within 15 working days, of any changes in the information provided in this Questionnaire and submit, as soon as possible, the supporting documents, with the exception of cases when the changed information has no impact on the results of evaluation regarding persons’ compliance with the requirements set out in legal acts. (completion date) (name, surname, signature)” Supplemented with an Annex: No 03-91 , 01/08/2024, published in RLA on 02/08/2024, ID code 2024-14077 Amendments: 1. Lietuvos bankas, Resolution No 03-231 , 30/10/2014, published in RLA on 04/11/2014, ID code 2014-15692 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas 2. Lietuvos bankas, Resolution No 03-142 , 12/09/2017, published in RLA on 13/09/2017, ID code 2017-14544 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas 3. Lietuvos bankas, Resolution No 03-217 , 20/11/2018, published in RLA on 22/11/2018, ID code 2018-18817 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas 4. Lietuvos bankas, Resolution No 03-36 , 14/02/2019, published in RLA on 20/02/2019, ID code 2019-02684 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas 5. Lietuvos bankas, Resolution No 03-134 , 23/07/2019, published in RLA on 29/07/2019, ID code 2019-12477 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas 6. Lietuvos bankas, Resolution No 03-72 , 28/05/2020, published in RLA on 28/05/2020, ID code 2020-11486 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas 7. Lietuvos bankas, Resolution No 03-199 , 20/12/2022, published in RLA on 22/12/2022, ID code 2022-26397 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas 8. Lietuvos bankas, Resolution No 03-91 , 01/08/2024, published in RLA on 02/08/2024, ID code 2024-14077 Resolution No 03-181 of the Board of Lietuvos bankas of 14 November 2013 on approval of the guidelines on the assessment of members of the management body and key function holders of the financial market participants supervised by Lietuvos bankas To be filled out by a person applying for the position of a head of the bank’s administration or deputy head of administration. ↑ Pursuant to Article 2.124 of the Civil Code, persons listed in Article 2.125 of the Civil Code (i.e. one or some shareholders who hold or manage shares the par value of which accounts for no less than 1/10 of the authorised capital) shall enjoy the right to request the court to appoint experts who have to investigate whether a legal person or legal person’s managing bodies or their members acted in a proper way, and in the event that improper actions are established to apply measures specified in Article 2.131 of this Code (i.e. revoke the decisions taken by the legal person’s managing bodies). ↑ Information provided in this part includes your personal data and data on your close relatives and family members (spouse, registered partner, cohabitee, children, parents or other cohabiting family members), and on the legal entities you are an active or former member of the management body. ↑ Close personal relationship shall include relationships with a spouse, registered partner, cohabitee, children, parents or other cohabiting persons. ↑ Performing loans negotiated at arm’s length under €200,000 and performing private mortgage loans negotiated at arm’s length, insurance or pension accumulation agreements shall not be considered to constitute material obligations. ↑ In your answer consider the time required for attending meetings, preparation to meetings, participation in special committees, travelling, etc. ↑ In your answer consider the time required for attending meetings, preparation to meetings, participation in special committees, travelling, etc. ↑ Mark the publicly listed entities with an asterisk (*). ↑ E.g. for financial institutions – total assets according to the end of the year data; for other undertakings – total turnover and/or activities carried out in other countries. ↑ Specify for each position, whether it is an executive or non-executive position. ↑ To be completed by a person holding or applying for the position at a bank, which is recognised to be a global systematically important institution in accordance with the laws regulating the bank’s activities and requirements of the legal acts of the supervisory authority, pursuant to paragraph 13 3 of the General Guidelines on Internal Governance of Banks approved by the Resolution No 03-176 of the Board of Lietuvos bankas of 2 August 2012 on the approval of the general guidelines on internal governance of banks, by marking the answer “yes” or “no”. ↑ E.g. a committee member, chairman, etc. ↑ Specify the time in hours per week, days per year or another period, including additional responsibilities. ↑

Please indicate the average number of planned (expected) meetings of the collegial management bodies. ↑ To be completed if a person is holding or applying for a position of a member of the management body of a bank, which is recognised to be a global systematically important institution under the laws regulating the bank’s activities and requirements of the legal acts of the supervisory authority. ↑ To be completed, if a person is appointed a member of the collegial body of a financial market participant. ↑