SHAREHOLDING PROVISIONS

1.- HOLDER:

THE ACQUISITION OF SHARES IS PERMITTED FOR EITHER SPANISH NATURAL PERSONS OR LEGAL ENTITIES OR OF ANY OTHER NATIONALITY.

2.- COSTS:

    1. UNDERWRITING: 9% OF THE AMOUNT UNDERWRITTEN (TO BE APPLIED AT THE TIME OF DISBURSEMENT). NONREFUNDABLE.
    2. ADMINISTRATIVE MANAGEMENT: 16% OF THE AMOUNT UNDERWRITTEN (TO BE APPLIED AT THE TIME OF DISBURSEMENT). NONREFUNDABLE.

3.- PERIOD OF OBLIGATORY PERMANENCE: 18 MONTHS

4.- EARLY REIMBURSEMENT REQUESTED BY THE SHAREHOLDER:

    1. WITHIN 6 MONTHS OF DISBURSEMENT, 50% OF THE AMOUNT DISBURSED IS TO BE REIMBURSED, AFTER DEDUCTION OF THE UNDERWRITING AND MANAGEMENT FEES CHARGED. WILL NOT SHARE IN ANY ACCRUED BENEFITS.
    2. AFTER 6 MONTHS OF THE DISBURSEMENT AND BEFORE THE MANDATORY 18 MONTHS OF PERMANENCE, 70% OF THE AMOUNT DISBURSED IS TO BE REIMBURSED, AFTER DEDUCTION OF THE UNDERWRITING AND MANAGEMENT FEES APPLIED. WILL NOT SHARE IN ANY ACCRUED BENEFITS.

5.- GUARANTEE OF THE PAID-UP CAPITAL:

THE AMOUNT PAID IN BY THE SHAREHOLDER SHALL, IN ALL CASES, BE GUARANTEED (LESS SUBSCRIPTION AND MANAGEMENT FEES) AT THE END OF THE 18-MONTH PERIOD, AND NO LOSSES –IF ANY– MAY BE APPLIED TO ANY HOLDING DUE TO THE OPERATION OF THE METAVERSE BUSINESS. ANY LOSSES SHALL BE ASSUMED BY BIZPATHIA S.L., IF APPLICABLE.

6.- LIQUIDATION OF THE SHARES:

THE SHAREHOLDER SHALL RECEIVE AT THE TIME OF LIQUIDATION OF THEIR HOLDING:

    1. THE AMOUNT OF THE PAID-UP CAPITAL MINUS UNDERWRITING AND ADMINISTRATIVE COSTS
    2. THE AMOUNT OBTAINED FROM THE DIFFERENCE BETWEEN THE NET ASSET VALUE OF THEIR HOLDING ON THE DAY OF ITS PAYING-UP AND THE DAY OF SETTLEMENT. (AT THE TIME OF SETTLEMENT, THE FORMULA USED FOR THE CALCULATION OF SUCH AMOUNT SHALL BE PROVIDED TO THE SHAREHOLDER)
    3. WHEN THE SETTLEMENT IN FAVOUR OF THE SHAREHOLDER EXCEEDS THE AMOUNT PAID OUT BY 200%, BIZPATHIA S.L. RECEIVES 30% OF THE ADDITIONAL AMOUNT AS A MANAGEMENT SUCCESS FEE AND PAYS THE DIFFERENCE TO THE SHAREHOLDER.

7.- ACCOUNTS CERTIFIED BY AUDITOR:

ANNUALLY THE ACCOUNTS OF THE PLATFORM WILL BE CERTIFIED BY A REPORT ISSUED BY THE OFFICIAL AUDITOR OF THE ROAC.

8.- TRANSFER OF SHARES:

    1. TO ANOTHER SHAREHOLDER: FREE TRANSFER. OBLIGATION TO GIVE PRIOR NOTICE TO BIZPATHIA S.L.
    2. TO A THIRD PARTY: MUST BE AUTHORISED BY BIZPATHIA S.L.

9.- GROUPING OR SYNDICATION OF SHARES: NOT ALLOWED.

10.- IDENTITY OF METAVERSES:

THE IDENTITY OF THE METAVERSES IN WHICH BIZPATHIA WILL OPERATE SHALL BE CONSIDERED A TRADE SECRET. HOWEVER, IT SHALL BE DISCLOSED, EXCLUSIVELY TO THE SHAREHOLDERS, AT THE TIME OF LIQUIDATION OF THEIR HOLDING AT THE END OF THE 18-MONTH HOLDING PERIOD, IN ORDER TO JUSTIFY SUCH LIQUIDATION.

11.- TAXATION AND LEGAL COMPLIANCE:

PARTICIPANTS ARE OBLIGED TO PROVIDE BIZPATHIA S.L. WITH THE INFORMATION REQUESTED FOR THE PURPOSES OF COMPLIANCE WITH NATIONAL AND INTERNATIONAL LEGISLATION; IN ACCORDANCE WITH BIZPATHIA S.L.’S COMPLIANCE POLICY AIMED AT KNOWING ITS PARTICIPANTS (KYC).

THE SHAREHOLDERS SHALL BE INFORMED OR, WHERE APPLICABLE, TAXES AND WITHHOLDING TAXES SHALL BE LEVIED, AS PROVIDED FOR IN NATIONAL AND INTERNATIONAL LAW.

12.- CHOICE OF BIZPATHIA PLATFORM IN OTHER COUNTRIES:

OUR SHAREHOLDERS MAY CHOOSE TO PARTICIPATE IN BIZPATHIA PLATFORMS IN OTHER COUNTRIES, AFTER THE FIRST MANDATORY 18-MONTH PERIOD OF PERMANENCE HAS ELAPSED.

13.- JURISDICTION OF BIZPATHIA S.L.:

BIZPATHIA S.L. IS GOVERNED BY THE LAWS AND THE COURTS OF JUSTICE OF SPAIN.