Anti-Money Laundering, Counter-Terrorist Financing and Counter-Proliferation Financing Policy

01Purpose and scope

This Policy sets out the principles, controls and procedures applied by Momentum Incubadora de Impacto S.R.L., corporate ID 3-102-923202, with registered address at Avenida 53, Casa 26, San Vicente de Moravia, San José, Costa Rica (hereinafter, Momentum), in order to prevent, detect and report transactions that may be connected with money laundering (ML), terrorist financing (TF) or the financing of the proliferation of weapons of mass destruction (PF).

This Policy is binding on all partners, directors, employees, consultants and service providers of Momentum, and applies to every service line of the firm, in particular to those that by their nature are exposed to ML/TF/PF risk:

• Formation, organisation, administration and representation of legal entities, as well as resident agent and domiciliation services.
• Wealth, corporate and succession structuring.
• Support in expatriation and relocation processes and in the opening of bank accounts.
• Support in real estate transactions.
• Implementation of payment and accounting solutions involving virtual assets.
• Any other service involving the administration, custody or movement of third-party funds, securities or assets.

This Policy applies equally to strategic alliances and to external professionals involved in the delivery of these services, who are required to observe equivalent standards.

02Applicable legal framework

Momentum conducts its activities in accordance with Costa Rican law and with the applicable international standards, notably:

• Law No. 7786, the Law on narcotic drugs, psychotropic substances, unauthorised drugs, related activities, money laundering and terrorist financing, as amended, in particular by Law No. 8204 and Law No. 9449, which brought Designated Non-Financial Businesses and Professions (DNFBPs) within the scope of obliged entities under its Article 15 bis.
• Law No. 8719, on the strengthening of counter-terrorism legislation.
• Law No. 9416, on improving the fight against tax fraud, and the rules governing the Register of Transparency and Ultimate Beneficial Owners (RTBF).
• The General Regulation to Law No. 8204 and other related implementing rules.
• SUGEF Agreement 11-18, the Regulation for the prevention of money laundering, terrorist financing and proliferation financing risk applicable to obliged entities under Articles 15 and 15 bis of Law No. 7786.
• SUGEF Agreement 12-21, the Regulation on registration and deregistration with SUGEF of obliged entities under Articles 15 and 15 bis of Law No. 7786.
• The 40 Recommendations of the Financial Action Task Force (FATF) and the guidance issued by GAFILAT.
• United Nations Security Council resolutions on targeted financial sanctions.

03Statement of commitment

Momentum expressly declares that it:

1. Rejects and does not tolerate, under any circumstances, the use of its services, structures or infrastructure to launder the proceeds of crime, to finance terrorism or to finance the proliferation of weapons of mass destruction.
2. Places regulatory compliance above any commercial consideration. No business opportunity justifies a departure from this Policy.
3. Cooperates fully, promptly and in good faith with the Costa Rican Drug Institute (ICD), its Financial Intelligence Unit (UIF), the General Superintendency of Financial Entities (SUGEF), the Public Prosecutor's Office and other competent authorities.
4. Reserves the right to decline, suspend or terminate any business relationship where due diligence procedures cannot be satisfactorily completed, without incurring any liability whatsoever.

04Risk-based approach

Momentum applies a risk-based approach (RBA) through which it identifies, assesses, documents and mitigates the ML/TF/PF risks to which it is exposed, allocating resources and controls in proportion to the exposure identified.

The institutional risk matrix takes into account at least the following factors:

On that basis, each customer is classified as low, medium or high risk, which determines the intensity of the applicable due diligence, the frequency of file updates and the level of internal approval required.

05Know Your Customer policy

Momentum does not enter into or maintain business relationships with persons who have not been fully identified and verified. Anonymous customers, customers using fictitious names and customers represented by third parties whose identity and powers cannot be evidenced are not accepted.

Timing of due diligence

Identification and verification are carried out before the business relationship begins or the transaction is executed. Exceptionally, where risk is low and the applicable rules so permit, they may be completed within a reasonable period after onboarding, with no transaction being executed until they are satisfactorily concluded.

Levels of due diligence

06Enhanced due diligence and politically exposed persons

Momentum applies enhanced due diligence measures where, among others, any of the following circumstances arises:

• The customer, its ultimate beneficial owner, its attorneys-in-fact or their close family members and close associates qualify as politically exposed persons (PEPs), whether domestic or foreign, during their term of office or thereafter.
• The customer is domiciled, incorporated or operating in jurisdictions identified by the FATF as high-risk or subject to increased monitoring, or in territories with recognised shortcomings in tax transparency.
• The ownership or control structure is unnecessarily complex or opaque, or lacks an evident economic or legal rationale.
• The relationship is established remotely without enhanced identity verification mechanisms.
• Transactions are identified as unusual by reason of their amount, frequency or nature, or because they do not match the declared profile.
• Virtual assets are involved whose traceability cannot reasonably be evidenced.

In such cases, onboarding or continuation of the relationship requires the express approval of senior management, upon the recommendation of the Compliance Officer, and is subject to monitoring and updating at an enhanced frequency.

07Identification of the ultimate beneficial owner

In all cases Momentum identifies and verifies the natural person who ultimately owns or controls the customer, or on whose behalf a transaction is carried out, meaning the person who exercises effective control over the legal person or legal arrangement, regardless of the number of intermediate corporate layers.

To that end, the full ownership and control chain is obtained up to the relevant natural person and, where no natural person meets the ownership or control criteria, the person holding senior management responsibility for the entity is identified.

Momentum informs its customers of their obligations before the Register of Transparency and Ultimate Beneficial Owners (RTBF) and does not accept beneficial ownership declarations that are inconsistent with the corporate documentation or with publicly available information.

08Source of funds and wealth

Every customer must declare and, where the risk level so requires, evidence by documentation the source of the funds applied to the transaction and the source of its wealth. Momentum assesses the consistency between the amounts involved, the declared economic activity and the customer's overall profile.

Acceptable means of evidence include, among others, audited financial statements, tax returns, bank statements, sale and purchase agreements, public deeds, certifications issued by an authorised public accountant, dividend distribution records, probate documentation and salary certificates.

Where funds derive from virtual assets, evidence of the traceability of their origin is additionally required and, where applicable, a conversion record issued by a virtual asset service provider subject to anti-money laundering supervision.

09Required documentation

Without prejudice to any additional documentation warranted by the risk level, Momentum requests as a minimum:

Documentation submitted must be current and legible and, where issued abroad, duly apostilled or legalised and, if necessary, officially translated into Spanish.

10Ongoing monitoring and file updating

Due diligence does not end at onboarding. Momentum carries out ongoing monitoring of the business relationship in order to verify that transactions remain consistent with the customer's profile, its declared economic activity and the evidenced source of its funds.

Files are updated at least with the frequency set out below, without prejudice to immediate review upon any material change:

Customers undertake to inform Momentum promptly of any change in their identification details, ownership and control structure, ultimate beneficial owner, economic activity or politically exposed person status.

11Prohibited activities and relationships

Momentum does not enter into or maintain business relationships, and declines any transaction, in the following cases:

• Natural or legal persons included in targeted financial sanctions lists issued by the United Nations Security Council or in internationally recognised restrictive lists.
• Persons in respect of whom there are reasonable indications of links to drug trafficking, terrorism, weapons proliferation, human trafficking, corruption, fraud, tax evasion or other criminal activities.
• Shell banks and entities without genuine physical presence or effective supervision in any jurisdiction.
• Customers who refuse to provide the information or documentation requested, or who provide false, altered or deliberately incomplete information.
• Structures whose manifest purpose is to conceal the identity of the ultimate beneficial owner or the source of funds.
• Cash transactions exceeding the internal limits set by Momentum or whose economic rationale cannot be evidenced.
• Transactions which, in the reasoned view of Momentum, lack economic substance or an evident lawful purpose.

Momentum does not make payments to, or receive funds from, third parties outside the contractual relationship, save where documented justification exists and the Compliance Officer has given prior approval.

12Virtual assets and cryptocurrency payments

Momentum provides implementation, accounting and audit services for virtual asset flows, and accepts payment of its fees in certain virtual assets. In all cases it applies specific controls:

• Verification of ownership of the originating wallet or address and of its link to the identified customer.
• Traceability analysis of the origin of the assets and screening against addresses associated with illicit activity or sanctioned entities.
• Rejection of funds originating from mixers, anonymising services, platforms without anti-money laundering controls or sanctioned jurisdictions.
• Full accounting records of the transaction, including its value in legal tender at the transaction date and retention of the corresponding transaction identifiers.
• Application of the same identification, beneficial ownership and source of funds requirements as apply to fiat currency payments.

Momentum does not provide custody of virtual assets on behalf of third parties, nor does it act as a virtual asset exchange.

13International sanctions lists

Prior to onboarding and periodically throughout the business relationship, Momentum screens the identity of its customers, ultimate beneficial owners, legal representatives, attorneys-in-fact and relevant counterparties against the applicable sanctions and watch lists, including those issued by the United Nations Security Council under its resolutions on terrorism and proliferation, as well as other internationally recognised restrictive lists.

Where a positive match is confirmed, Momentum refrains from executing the transaction, freezes the relationship on the terms required by the applicable rules and reports the matter to the competent authorities immediately.

14Suspicious transaction reporting and duty of confidentiality

Momentum reports to the Financial Intelligence Unit of the Costa Rican Drug Institute, through the officially established channels and formats, any transaction which, regardless of its amount, gives rise to reasonable indications of a connection with money laundering, terrorist financing or proliferation financing. Reporting applies even where the transaction was not ultimately executed.

Momentum likewise complies with the recording and reporting obligations applicable to cash transactions and to transactions exceeding the thresholds set out in the applicable rules.

15Record keeping

Momentum retains all due diligence files, identification documentation, transaction records and supporting material for the analyses and reports carried out for a minimum period of five (5) years from the end of the business relationship or from the date of the occasional transaction, as applicable, or for such longer period as the competent authority may require.

Records are stored on secure media, with access controls, periodic backups and an audit trail of consultations, so that they can be made available to the competent authorities in full and without delay whenever requested.

16Compliance Officer and internal governance

Momentum appoints a Compliance Officer with the standing, independence, authority and resources required to discharge their duties, and with direct access to senior management. Their responsibilities include:

• Ensuring the effective application of this Policy and of the procedures implementing it.
• Approving the onboarding and continuation of customers classified as high risk.
• Analysing alerts and unusual transactions and deciding whether a report is warranted.
• Acting as the institutional liaison with SUGEF, the ICD and other competent authorities.
• Keeping the institutional risk matrix up to date and proposing the corresponding mitigation measures.
• Reporting periodically to senior management on the state of the compliance programme.

Senior management bears ultimate responsibility for the existence and effectiveness of the prevention programme and ensures that commercial considerations do not prevail over regulatory compliance.

17Training, audit and review of the Policy

All Momentum personnel receive ML/TF/PF prevention training upon joining and, thereafter, at least annually. Training covers the applicable legal framework, the red flags specific to the firm's service lines, internal escalation procedures and the consequences of non-compliance.

The compliance programme is subject to periodic independent review, the findings of which are documented and give rise to action plans with defined owners and deadlines.

This Policy is reviewed at least once a year and whenever material regulatory changes occur, service lines change substantially or new risks are identified. Updated versions are published on this site, stating their effective date.

18Consequences of non-compliance

Breach of this Policy by Momentum personnel triggers the applicable disciplinary regime, without prejudice to any civil, administrative and criminal liability arising under the applicable law.

As regards customers, refusal to provide the information requested, the provision of false or incomplete information, or the emergence of circumstances preventing satisfactory due diligence from being maintained, entitle Momentum to decline to enter into the business relationship, suspend the provision of services or terminate the agreement early, without liability or any obligation to indemnify, and without prejudice to any reports it is legally required to file.

19Contact

Enquiries, communications and requests relating to this Policy may be addressed to the Momentum Compliance Office: