Hsbc Global Asset Management (Hong Kong) Limited

Event Detail: CRIMINAL CHARGE: VIOLATION OF THE FINANCIAL INVESTMENT SERVICES AND CAPITAL MARKETS ACT IN KOREA APPLICABLE LAW: ARTICLES 448, 443(1)10 AND 180(1)1 OF THE FINANCIAL INVESTMENT SERVICES AND CAPITAL MARKETS ACT AND ARTICLES 37 AND 38 OF THE CRIMINAL ACT IN KOREA 1. NUMBER OF COUNTS: 11 2. FELONY OR MISDEMEANOR: FELONY 3. PLEA FOR EACH CHARGE: NO PLEA HAS YET BEEN ENTERED. THE BILL OF INDICTMENT HAS NOT YET BEEN SERVED. 4. PRODUCT TYPE: SHARES TRADED ON THE KOREA EXCHANGE Status: Pending Disposition: N/A Summary: IN DECEMBER 2023, THE SECURITIES AND FUTURES COMMISSION IN KOREA FOUND THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED ("HBAP") TO BE IN VIOLATION OF SHORT SALE RESTRICTIONS UNDER THE FINANCIAL INVESTMENT SERVICES AND CAPITAL MARKETS ACT IN KOREA FOR SHORT SALE ORDERS PLACED BETWEEN AUGUST AND DECEMBER 2021 IN RESPECT OF 9 STOCKS, AND IMPOSED A FINE AS WELL AS REFERRED THE CASE TO THE KOREAN PROSECUTORS' OFFICE FOR INVESTIGATION. ON 28 MARCH 2024, THE SEOUL SOUTHERN DISTRICT PROSECUTORS' OFFICE IN KOREA ISSUED AN INDICTMENT AGAINST, AMONG OTHERS, HBAP IN RESPECT OF THE SAME ABOVEMENTIONED SHORT SALE ORDERS. AS OF 26 APRIL 2024, THE INDICTMENT HAS NOT YET BEEN FORMALLY SERVED ON HBAP.

Allegations: IN SEPTEMBER 2017, FOLLOWING THE CONCLUSION OF THE US FEDERAL RESERVE BOARD'S REVIEW OF THE EFFECTIVENESS OF HSBC'S FX PRACTICES DURING THE PERIOD OF OCTOBER 2008 THROUGH OCTOBER 2013, HSBC HOLDINGS PLC AND HSBC NORTH AMERICA HOLDINGS INC. ENTERED INTO A CONSENT ORDER REGARDING CERTAIN DEFICIENCIES IN HSBC'S CONTROL AND OVERSIGHT OVER ITS FX BUSINESS. HSBC THROUGH VARIOUS SUBSIDIARIES OF HOLDINGS, INCLUDING HBEU AND HBUS, LACKED ADEQUATE GOVERNANCE, RISK MANAGEMENT, COMPLIANCE AND AUDIT POLICIES AND PROCEDURES TO ENSURE THAT HSBC'S COVERED FX ACTIVITIES COMPLIED WITH SAFE AND SOUND BANKING PRACTICES AND APPLICABLE INTERNAL POLICIES. ON AUGUST 18, 2023, THE FEDERAL RESERVE BOARD CONCLUDED THAT HSBC WAS IN FULL COMPLIANCE AND TERMINATED THE CONSENT ORDER. Status: Final Sanction Detail: PURSUANT TO THE FEDERAL DEPOSIT INSURANCE ACT, THE FEDERAL RESERVE ISSUED A CONSENT ORDER TO CEASE AND DESIST AND ASSESSMENT OF A CIVIL MONEY PENALTY (THE "ORDER"). ACCORDINGLY, HSBC SHALL CEASE AND DESIST WITH RESPECT TO THE DEFICIENCIES DOCUMENTED IN THE ORDER AND TAKE AFFIRMATIVE ACTION RELATING TO INTERNAL CONTROLS AND COMPLIANCE OVERSIGHT OVER CERTAIN MARKETS ACTIVITY. ON SEPTEMBER 29, 2017, HSBC PAID A CIVIL MONEY PENALTY IN THE AMOUNT OF $175,296,000. Summary: IN SEPTEMBER 2017, FOLLOWING THE CONCLUSION OF THE US FEDERAL RESERVE BOARD'S REVIEW OF THE EFFECTIVENESS OF HSBC'S FX PRACTICES DURING THE PERIOD OF OCTOBER 2008 THROUGH OCTOBER 2013, HSBC HOLDINGS PLC AND HSBC NORTH AMERICA HOLDINGS INC. ENTERED INTO A CONSENT ORDER REGARDING CERTAIN DEFICIENCIES IN HSBC'S CONTROL AND OVERSIGHT OVER ITS FX BUSINESS. HSBC THROUGH VARIOUS SUBSIDIARIES OF HOLDINGS, INCLUDING HBEU AND HBUS, LACKED ADEQUATE GOVERNANCE, RISK MANAGEMENT, COMPLIANCE AND AUDIT POLICIES AND PROCEDURES TO ENSURE THAT HSBC'S COVERED FX ACTIVITIES COMPLIED WITH SAFE AND SOUND BANKING PRACTICES AND APPLICABLE INTERNAL POLICIES. ON AUGUST 18, 2023, THE FEDERAL RESERVE BOARD CONCLUDED THAT HSBC WAS IN FULL COMPLIANCE AND TERMINATED THE CONSENT ORDER.

Allegations: ON 7 APRIL 2020, THE SFC HAS REPRIMANDED AND FINED HSBC INVESTMENT FUNDS (HONG KONG) LIMITED AND HSBC GLOBAL ASSET MANAGEMENT (HONG KONG) LIMITED (COLLECTIVELY, THE "MANAGERS") HK$3.5 MILLION FOR BREACHES OF REGULATORY REQUIREMENTS IN RELATION TO CASH MANAGEMENT FOR SFC-AUTHORIZED FUNDS. THE SFC'S INVESTIGATION FOUND THAT THE MANAGERS HAVE FAILED TO ENSURE THAT THE INTEREST RECEIVED ON CERTAIN SFC-AUTHORISED FUNDS' CASH DEPOSITS PLACED WITH THE INSTANT ACCESS CASH ACCOUNTS (ACCOUNTS ARE USED TO HOLD OPERATIONAL CASH TO SATISFY THE FUNDS' CASH NEEDS FOR DAILY TRADING, OVERDRAFT AVOIDANCE, SETTLEMENTS AND REDEMPTIONS, ETC) MAINTAINED WITH THEIR CONNECTED PERSONS WAS AT A RATE NOT LOWER THAN THE PREVAILING COMMERCIAL RATE FOR A DEPOSIT OF THAT SIZE AND TERMS AS REQUIRED BY THE SFC'S CODE OF UNIT TRUSTS AND MUTUAL FUNDS AND FUND MANAGER CODE OF CONDUCT FOR THE PERIOD FROM 2010 TO 2016. THE SFC CONSIDERS THAT THE MANAGERS' INTERNAL CONTROLS AND PROCEDURES ON CASH MANAGEMENT OF THE FUNDS AT THE MATERIAL TIME WERE INADEQUATE AND THEY FAILED TO MANAGE AND MINIMIZE THE CONFLICTING INTERESTS BETWEEN THEIR CONNECTED PERSONS AND THE FUNDS' INVESTORS. THE MANAGERS HAVE ACCEPTED THE DECISION OF THE SFC AND HAVE ENHANCED THE RELEVANT INTERNAL CONTROLS, PROCEDURES AND PRACTICES FOR MANAGING CASH DEPOSITS AND WILL MAKE A VOLUNTARY PAYMENT OF USD433,257 IN TOTAL TO THE AFFECTED FUNDS. IN ADDITION, THE MANAGERS WILL BE ENGAGING AN INDEPENDENT THIRD PARTY REVIEWER TO CONDUCT A FURTHER REVIEW TO CONFIRM THAT THE MANAGERS HAVE PROPERLY ADDRESSED THE FINDINGS MADE IN THE EARLIER INDEPENDENT REVIEW AND IMPLEMENTED THE RECOMMENDATIONS. Status: Final Sanction Detail: A FINE OF HK$3.5MILLION (APPROXIMATELY US$449,900) HAS BEEN PAID TO THE SFC. Summary: THE ISSUE WAS RESOLVED ON APRIL 7 2020. THE ALLEGATIONS, DISPOSITIONS, FINDING AND SANCTIONS ARE DESCRIBED ABOVE IN ITEMS 7 AND 12.

Allegations: VIOLATION OF PROVISION OF FOREIGN EXCHANGE REGULATION ACT 1973 Status: On Appeal Sanction Detail: A MONETARY/FINE AMOUNT OF $2115 Summary: THE MATTER OF V.D. JAISWAL BEFORE THE APPELLATE TRIBUNAL FOREIGN EXCHANGE IS TO BE LISTED FOR HEARING IN DUE COURSE. IN THE RELATED CASE FILED BY THE ENFORCEMENT DIRECTORATE AGAINST A.S. ARNEJA BEFORE THE COURT OF ADDITIONAL CHIEF METROPOLITAN MAGISTRATE (ACMM), PATIALA HOUSE, NEW DELHI, THE COURT BEING CONVINCED WITH THE ARGUMENT AND HAS DISCHARGED FROM THE PROCEEDINGS ON 7/12/2012. THE MATTER OF V.D. JAISWAL BEFORE THE APPELLATE TRIBUNAL FOREIGN EXCHANGE WAS LISTED FOR HEARING ON 30 JAN 2024. BASIS THE SUBMISSION OF THE COUNSEL FOR ENFORCEMENT DIRECTORATE (ED), THE COURT HAS DIRECTED US TO FILE AN APPLICATION FOR DELETION OF THE REMAINING RESPONDENTS (AS THEY WERE AS PROFORMA PARTY AND NO RELIEF WAS SOUGHT FROM THEM), EXCEPT ED AND THE MATTER HAS BEEN ADJOURNED FOR HEARING TO 2 APR 2024.

Allegations: THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED - HONG KONG BRANCH (HSBC) BREACHED, ON MULTIPLE OCCASIIONS, THE PRESCRIBED POSITION LIMIT FOR HANG SENG CHINA ENTERPRISES INDEX (HSCEI) FUTURES AND OPTIONS CONTRACTS AND FAILED TO PUT IN PLACE ADEQUATE MEASURES TO ENSURE COMPLIANCE WITH THE PRESCRIBED POSITION LIMIT. Status: Final Sanction Detail: REPRIMAND AND FINE Summary: IT WAS FINALISED AND RESOLVED ON 9/14/2016 WITH DETAILS DESCRIBED ABOVE

Allegations: CONDUCTED REGULATED ACTIVITIES WITHOUT BEING REGISTERED WHICH WERE IN BREACH OF THE SECTION 23B(3) OF THE FINANCIAL ADVISERS ACT. Status: Final Sanction Detail: PUBLIC REPRIMAND Summary: IT WAS FINALISED AND RESOLVED ON 11/27/2014 WITH DETAILS DESCRIBED ABOVE

Allegations: CONTRAVENTION OF THE FOREIGN EXCHANGE MANAGEMENT ACT 1973 Status: On Appeal Sanction Detail: A PENALTY O $16347 WAS IMPOSED BY THE ENFORCEMENT DIRECTORATE OF INDIA. THE BANK FILED AN APPEAL ON 14AUG08. AN APPEAL AGAINST THE TRIBUNAL ORDER WAS PREFERRED BY DELHI HIGH COURT ON SEP09 AND INTERIM STAY WAS GRANTED AGAINST THE SAID ORDER. THE INTERIM ORDER WAS MADE ABSOLUTE ON 23FEB10 SUBJECT TO THE CONDITION THAT THE BANK GUARANTEE FURNISHED BY THE BANK EARLIER IN FAVOUR OF THE DIRECTORATE OF ENFORCEMENT BE KEPT ALIVE UNTIL DISPOSAL OF THE APPEAL. THE MATTER IS BEFORE THE DELHI HIGH COURT AND IS TO BE LISTED FOR HEARING ON 22 MARCH 2023. ON 22 MARCH 2023, DUE TO PAUCITY OF TIME THE COURT COULD NOT HEAR THE ARGUMENTS. ACCORDINGLY, THIS MATTER IS LISTED FOR HEARING BEFORE THE DELHI HIGH COURT ON DELHI 9 AUGUST 2023. THE MATTER WAS LAST LISTED FOR HEARING ON 5 FEBRUARY 2024 AND THE HEARING THE MATTER HAS STARTED. THE MATTER HAS NOW BEEN ADJOURNED TO 22 MAY 2024 FOR HEARING. Summary: THE INTERIM ORDER WAS MADE ABSOLUTE ON 23FEB10 SUBJECT TO THE CONDITION THAT THE BANK GUARANTEE FURNISHED BY THE BANK EARLIER IN FAVOUR OF THE DIRECTORATE OF ENFORCEMENT BE KEPT ALIVE UNTIL DISPOSAL OF THE APPEAL. THE MATTER IS BEFORE THE DELHI HIGH COURT AND IS TO BE LISTED FOR HEARING ON 22 MARCH 2023. ON 22 MARCH 2023, DUE TO PAUCITY OF TIME THE COURT COULD NOT HEAR THE ARGUMENTS. ACCORDINGLY, THIS MATTER IS LISTED FOR HEARING BEFORE THE DELHI HIGH COURT ON DELHI 9 AUGUST 2023. THE MATTER WAS LAST LISTED FOR HEARING ON 5 FEBRUARY 2024 AND THE HEARING THE MATTER HAS STARTED. THE MATTER HAS NOW BEEN ADJOURNED TO 22 MAY 2024 FOR HEARING.

Allegations: THE EUROPEAN COMMISSION IN DECEMBER 2021 COMPLETED A CARTEL INVESTIGATION INTO THE FOREIGN EXCHANGE ('FOREX') SPOT TRADING MARKET BY IMPOSING FINES ON FIVE FINANCIAL INSTITUTIONS, INCLUDING HSBC HOLDINGS PLC. THE COMMISSION'S INVESTIGATION FOCUSED ON THE TRADING OF THE G10 CURRENCIES. THE COMMISSION'S INVESTIGATION REVEALED THAT SOME TRADERS IN CHARGE OF THE FOREX SPOT TRADING OF G10 CURRENCIES, ACTING ON BEHALF OF THE FINED BANKS, EXCHANGED SENSITIVE INFORMATION AND TRADING PLANS, AND OCCASIONALLY COORDINATED THEIR TRADING STRATEGIES THROUGH AN ONLINE PROFESSIONAL CHATROOM. THE COMMISSION FOUND THAT THESE INFORMATION EXCHANGES ENABLED THE TRADERS TOMAKE INFORMED MARKET DECISIONS ON WHETHER AND WHEN TO SELL OR BUY THE CURRENCIES THEY HAD IN THEIR PORTFOLIOS, AS OPPOSED TO A SITUATION WHERE TRADERS ACTING INDEPENDENTLY FROM EACH OTHER TAKE AN INHERENT RISK IN TAKING THESE DECISIONS. OCCASIONALLY, THESE INFORMATION EXCHANGES ALSO ALLOWED THE TRADERS TO IDENTIFY OPPORTUNITIES FOR COORDINATION, FOR EXAMPLE THROUGH A PRACTICE CALLED "STANDING DOWN", WHEREBY SOME OF THEM WOULD TEMPORARILY REFRAIN FROM TRADING TO AVOID INTERFERING WITH ANOTHER TRADER. HSBC COOPERATED WITH THE INVESTIGATION AND HAS PAID THE FINE NOTED BELOW. Status: Final Sanction Detail: FINE ANNOUNCED BY THE COMMISSION ON 12/2/21. Summary: HSBC HOLDINGS CAUSED THE FINE TO BE PAID WITHIN IN THE TIMEFRAME DIRECTED BY THE COMMISSION.

Allegations: THE SECURITIES AND FUTURES COMMISSION IN KOREA FOUND THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED TO BE IN VIOLATION OF SHORT SALE RESTRICTIONS UNDER THE FINANCIAL INVESTMENT SERVICES AND CAPITAL MARKETS ACT IN KOREA. Status: Final Sanction Detail: A FINE OF KRW7,457,600,000 (APPROXIMATELY USD5,600,000) HAS BEEN IMPOSED BY THE KOREA SFC. Summary: THE SECURITIES AND FUTURES COMMISSION IN KOREA FOUND THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED TO BE IN VIOLATION OF SHORT SALE RESTRICTIONS UNDER THE FINANCIAL INVESTMENT SERVICES AND CAPITAL MARKETS ACT IN KOREA FOR SHORT SALE ORDERS PLACED BETWEEN AUGUST AND DECEMBER 2021 IN RESPECT OF 9 STOCKS.

Allegations: IN DECEMBER 2016, THE EUROPEAN COMMISSION (THE 'COMMISSION') ISSUED A DECISION THAT IN EARLY 2007 HSBC, AMONG OTHER BANKS, COLLUDED ON EURO INTEREST RATE DERIVATIVE PRICING ELEMENTS, AND EXCHANGED RELATED SENSITIVE INFORMATION, IN BREACH OF EU ANTITRUST RULES. THE COMMISSION DETERMINED THAT THE DURATION OF HSBC'S INFRINGEMENT WAS 1 MONTH AND FINED HSBC 33,606,000 EUROS. HSBC APPEALED THE DECISION TO THE GENERAL COURT OF THE EUROPEAN UNION, WHICH IN 2019 ANNULLED THE FINE FOR FAILURE TO PROVIDE REASONS, BUT UPHELD HSBC'S LIABILITY. IN 2021 THE EUROPEAN COMMISSION IMPOSED A REVISED FINE OF 31,700,000 EUROS (USD $37,802,250 WHICH UTILIZES THE CLOSING FX RATE AS OF THE DATE OF ISSUANCE FOR THE AMENDED FINE AND AS REFLECTED IN SECTION 12.A ). HSBC APPEALED TO THE LIABILITY FINDINGS TO THE COURT OF JUSTICE OF THE EUROPEAN UNION, WHICH UPHELD HSBC'S LIABILITY IN JANUARY 2023. HSBC CONTINUES TO MAINTAIN AN APPEAL BEFORE THE GENERAL COURT AGAINST THE 2021 COMMISSION DECISION IMPOSING A REVISED FINE. Status: On Appeal Sanction Detail: HSBC CONTINENTAL EUROPE IN ACCORDANCE WITH THE 2021 DECISION PAID A FINE IN THE AMOUNT OF 31,700,000 EUROS. SEE INFORMATION WITH RESPECT TO THE APPEAL ABOVE. THE FINE IS CONVERTED TO USD $37,802,250 (CLOSING FX RATE AS OF THE DATE OF ISSUANCE FOR THE AMENDED FINE) AS REPORTED ABOVE IN SECTION 12.A. Summary: HSBC PAID THE REVISED FINE OF 31,700,000 EUROS (USD $37,802,250 WHICH UTILIZES THE CLOSING FX RATE AS OF THE DATE OF ISSUANCE FOR THE AMENDED FINE AND AS REFLECTED IN SECTION 12.A ) IN 2021 . WHILE HSBC'S CHALLENGE TO LIABILITY HAS BEEN EXHAUSTED, FOLLOWING A JANUARY 2023 RULING OF THE COURT OF JUSTICE OF THE EU, HSBC CONTINUES TO CHALLENGE THE FINE BEFORE THE GENERAL COURT AND IS AWAITING A HEARING DATE.

Allegations: IN JANUARY 2018, FOLLOWING THE CONCLUSION OF THE US DEPARTMENT OF JUSTICE'S (DOJ) INVESTIGATION INTO HSBC'S HISTORICAL FOREIGN EXCHANGE ACTIVITIES, HSBC HOLDINGS ENTERED INTO A THREE-YEAR DEFERRED PROSECUTION AGREEMENT WITH THE CRIMINAL DIVISION OF THE DOJ (THE FX DPA), REGARDING FRAUDULENT CONDUCT IN CONNECTION WITH TWO PARTICULAR TRANSACTIONS IN 2010 AND 2011. IN JANUARY 2021, THE FX DPA EXPIRED AND, IN AUGUST 2021, THE CHARGES DEFERRED BY THE FX DPA WERE DISMISSED. Status: Final Sanction Detail: THE DEFERRED PROSECUTION AGREEMENT REQUIRES HSBC HOLDINGS TO PAY A TOTAL OF $101.5 MILLION, INCLUDING A$63.1 MILLION FINE AND $38.4 MILLION IN RESTITUTION. THE AGREEMENT, RECOGNIZING THAT HSBC HOLDINGS HAS ALREADY ENGAGED IN REMEDIAL MEASURES, REQUIRES HSBC HOLDINGS TO MONITOR ITS COMPLIANCE WITH THE AGREEMENT'S OBLIGATIONS AND PROVIDE ANNUAL REPORTS TO THE DOJ FOR THE TERM OF THE AGREEMENT. IN JANUARY 2018, FOLLOWING THE CONCLUSION OF THE US DEPARTMENT OF JUSTICE'S (DOJ) INVESTIGATION INTO HSBC'S HISTORICAL FOREIGN EXCHANGE ACTIVITIES, HSBC HOLDINGS ENTERED INTO A THREE-YEAR DEFERRED PROSECUTION AGREEMENT WITH THE CRIMINAL DIVISION OF THE DOJ (THE FX DPA), REGARDING FRAUDULENT CONDUCT IN CONNECTION WITH TWO PARTICULAR TRANSACTIONS IN 2010 AND 2011. IN JANUARY 2021, THE FX DPA EXPIRED AND, IN AUGUST 2021, THE CHARGES DEFERRED BY THE FX DPA WERE DISMISSED. Summary: IN JANUARY 2018, FOLLOWING THE CONCLUSION OF THE US DEPARTMENT OF JUSTICE'S (DOJ) INVESTIGATION INTO HSBC'S HISTORICAL FOREIGN EXCHANGE ACTIVITIES, HSBC HOLDINGS ENTERED INTO A THREE-YEAR DEFERRED PROSECUTION AGREEMENT WITH THE CRIMINAL DIVISION OF THE DOJ (THE FX DPA), REGARDING FRAUDULENT CONDUCT IN CONNECTION WITH TWO PARTICULAR TRANSACTIONS IN 2010 AND 2011. IN JANUARY 2021, THE FX DPA EXPIRED AND, IN AUGUST 2021, THE CHARGES DEFERRED BY THE FX DPA WERE DISMISSED.

Allegations: THE MPFA ISSUED A DISCIPLINARY ORDER AGAINST THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED DUE TO FAILURE TO HAVE DUE REGARD TO THE PROHIBITION OF OFFERING INCENTIVES AS STIPULATED IN PARAGRAPH III.6 OF THE GUIDELINES ON CONDUCT REQUIREMENTS FOR REGISTERED INTERMEDIARIES (CONDUCT GUIDELINES) WHEN LAUNCHING A REFERRAL PROGRAMME (PROGRAMME) WHICH OFFERED REFERRAL FEES TO REFERRAL AGENCIES (INTRODUCERS) FOR ENCOURAGING CLIENTS TO PARTICIPATE IN, MAKE MPF CONTRIBUTIONS AND/OR TRANSFER MPF FROM THE MPF SCHEME(S) THAT THEY PARTICIPATED IN TO THE HSBC'S MPF SCHEME AND HAD NOT PUT IN PLACE A RIGOROUS FRAMEWORK THAT CAN (A) IDENTIFY MATTERS THAT REQUIRE COMPLIANCE BY ITSELF AND ITS SUBSIDIARY INTERMEDIARIES; AND (B) PUT IN PLACE CONTROLS, PROCEDURES AND OTHER ARRANGEMENTS TO ENSURE COMPLIANCE WITH THE SAID PROHIBITION. FURTHERMORE, THE MPFA HAS FOUND THAT, WHEN CONDUCTING THE PROGRAMME, THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED HAS ALLOWED UNREGISTERED PERSONS (I.E. THE FIVE INTRODUCERS) TO PERFORM REGULATED ACTIVITIES. THE MPFA REPRIMANDS AND FINES THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED HK$24 MILLION. THE DISCIPLINARY ORDER CAME INTO EFFECT ON 5JUL24. Status: Final Sanction Detail: A PUBLIC REPRIMAND AND A FINE OF HK$24 MILLION (APPROXIMATELY US$3 MILLION) HAS BEEN IMPOSED BY THE MPFA. Summary: THE ISSUE WAS RESOLVED ON 5 JULY 2024. THE ALLEGATIONS, DISPOSITIONS, FINDINGS AND SANCTIONS ARE DESCRIBED ABOVE IN ITEMS 7 AND 12.