Historical director and the UK inquiry: correction to the current-board review

13 September 2026. BORME independently confirms Martin Paul Graham as a historical director of Portfolio's operator: appointment registered 11 October 2022, cessation registered 30 July 2025. The 11 December 2024 exchange falls within that registered tenure. This corrects the historical omission in the earlier current-board review. It does not add him to today's board, identify him as chair, or establish current UK control of the operator.

The native 10 December email establishes direct dispatch to him; Gil's separately supplied 11 December chat transcription reports individual acknowledgement; the native 12 December email independently confirms institutional receipt/logging and intended review. The 17 January 2025 follow-up and 11 September 2026 institutional response must also be retained. Full notice chronology and evidence limits.

This inquiry concerns Orion/RICPE. Other companies below serve only to establish a relevant person's identity or professional jurisdiction; their issuances or listings are outside this analysis.

Public UK register findings

Companies House's exact-full-name search returns the professional officer record for Martin / Martin Paul Graham containing British nationality and United Kingdom residence declarations. The record groups, among others, these roles: [MG3]

Professional role Registered dates shown Use in this inquiry
FTSE International Limited, director 22 July 2004–27 June 2007 A concrete historical UK financial-market professional connection.
EDX London Limited, director 25 July 2006–14 March 2008 A second concrete historical UK financial-market connection.
Blue Jack Consultancy Limited, director Appointed 2 April 2012; active in the retrieved record A UK corporate role spanning the December 2024 notice period.
Blue Jack Associates LLP, designated member Appointed 23 April 2010; active in the retrieved record A further UK professional role spanning that period.

The exact full-name correspondence and market-sector career are strong identity indicators. The present primary documents do not contain a shared personal identifier linking the Spanish notice to the UK officer record; a historic Portfolio biography, suitability file or the individual's confirmation would close that remaining cross-register identification step. It is therefore an exact-name identity candidate, not an automatic merger of the Spanish and UK records. No home address or birth detail needs to be published. Companies House describes filed information; country-of-residence declarations do not establish the place where the December messages were physically sent or where a Portfolio decision was taken.

The familiar description of Martin Graham as a former London Stock Exchange executive should be supported by a recovered official biography before adding exact executive titles or tenure dates. The FTSE and EDX directorships above are directly verified. Do not silently substitute those separate corporate directorships for an LSE parent-company board seat or describe him as former chairman of the London Stock Exchange.

What this changes for a UK route

This adds a specific historical individual, a recorded board role and a dated notice event to the UK inquiry. It is substantially more relevant to complaint handling than a generic reference to an international professional firm's brand or HMRC's tax-recognition table. It justifies targeted requests for the director's relevant business location, place of decisions, communications, delegated responsibilities and handover records during his Portfolio tenure. Attribution of the British residence and corporate roles remains subject to the identity-bridge check above.

For England and Wales, an individual's actual residence/presence and proper service, a sufficiently arguable cause of action against the correct defendant, and the appropriate forum are separate questions. CPR 6.9 governs relevant residence/service details; it does not make the defendant liable. For service outside the jurisdiction, Practice Direction 6B, paragraph 3.1(9) provides tort gateways concerning damage in the jurisdiction, relevant acts committed there, or a claim governed by English and Welsh law; permission and the proper-forum requirements still need to be satisfied where applicable. A disputed Spanish-asset case does not become an English claim merely because someone has a UK professional role. [MG4–MG5]

UK jurisdiction and applicable substantive law are also different questions. The ordinary Rome II Article 4 rule points to the country of direct damage, subject to its exceptions. Company-law matters, including internal organisation and officers’ personal liability as such for the obligations of the company or body, are excluded by Rome II Article 1(2)(d); they must not simply be routed through Article 4. Spanish corporate governance and the duties of a director of a Spanish company require their own Spanish-law analysis. A direct personal claim requires the applicable duty, the individual's conduct, legally relevant fault, causation and recoverable loss. The fact of notice is evidence to investigate those elements, not a substitute for them. [MG6–MG8]

Under FSMA 2000 section 21, identify the actual communicator, business communication, invitation or inducement, UK effect, authorisation/approval and exemption position before alleging an unlawful financial promotion. A private compliance acknowledgement is not, without more, an investment invitation or inducement. Actual UK-facing Orion promotion or UK-based decision-making could provide a relevant factual trigger; a former director's nationality or residence alone cannot. [MG7]

Public sources

All public sources above retrieved on 13 September 2026. Commercial directory entries were used only to locate the primary BORME notices. Google did not return usable results, Bing returned unrelated results, Yahoo failed, and archive retrieval was unavailable. Those access failures provide no negative evidence about an individual or entity. The source record contains only necessary role and jurisdiction findings; no unrelated listings are analysed.

Por Derecho · Español

Portfolio Stock Exchange: board, ownership and international nexus due diligence

Prepared 12 September 2026 for Por Derecho / Project Sun Rock. Public-source investigation; read-only. This is a dated, evidence-led review, not a certified beneficial-ownership or global-litigation clearance. No communication was sent.

Principal findings

The primary jurisdictional anchor remains Spain. Portfolio Stock Exchange is the MTF operated by European Digital Securities Exchange, S.V., S.A., NIF A88474713, LEI 959800UP9ANDBHTKJ408, CNMV investment-firm registration 314, registered on 13 January 2023. [S1–S3]

The fresh search establishes a French cross-border services entry that the earlier review had not successfully retrieved. The CNMV's EEA freedom-to-provide-services tab expressly names FRANCIA. The EEA branch, non-EEA branch and non-EEA services tabs currently say no data available. These are evidence about this register, not proof that all foreign activity is absent. [S4–S7]

A second concrete non-Spanish connection concerns current Portfolio vice-chair Tiago Moreira da Silva Trindade Salgado: EIDF's official 5 October 2023 announcement identifies Tiago Moreira Salgado as CEO of Laurion Group, a Luxembourg single family office, and an investment through Laurion Financial Enterprises, S.A.R.L. The accompanying bilingual statement, issued in Luxembourg and signed Tiago Moreira Salgado, Vice Chairman & CEO, is a primary record of that dated professional/investment connection. It does not establish that Laurion is a Portfolio shareholder or that Tiago resides in the UK. [S23–S24]

Identity and current-location verification: EIDF's completed 21 September 2023 voting record identifies the director by the full Tiago Moreira da Silva Trindade Salgado name (PDF page 3) and includes a CV (using the spelling variant “Trinidade”, pages 5–6) linking him to Laurion Group's vice-chair/CEO role in Andorra since 2020 and Laurion AM in Luxembourg since 2018. It records appointment voting and acceptance, rather than merely an unapproved proposal. This bridges the full CNMV name to the shorter corporate biographies. Laurion's own current executive-board page continues to identify Tiago Salgado as Vice Chairman and CEO. Its current website describes Andorra headquarters and a Luxembourg office; the dated 2023 Luxembourg-based description must not be flattened into a present headquarters claim. [S25–S27; S31]

There are real but limited UK-related facts: HMRC recognises Portfolio for UK tax purposes, while placing its entire market in the “Not listed” column; Portfolio publicly names a London professional contact in its partner directory; and a person with the exact full name of its 9.28% shareholder had a documented historical power of attorney for the Spanish branch of a UK Citibank company. None establishes a current UK-resident Portfolio director, UK controlling investor, FCA authorisation, or an actionable English claim by itself. [S8–S10; S17]

The board's own published committee assignments supply a concrete escalation route: its chair, vice-chair and another non-executive director sit on the audit and risk committee. The open letter should therefore ask for consideration by the full board and audit/risk committee, with independent handling and recorded recusals where relevant, in addition to Legal and Compliance. [S2–S3]

Current board and committee matrix

Person Official/currently published role Dated register position Specific accountability / nexus result
Rafael de Cascante González-Pagés Chairman, non-executive director; audit/risk chair CNMV president and director, 13 January 2023 Appropriate board-level addressee. Portfolio describes former Santander Capital Markets board/head-of-legal and former FOGAIN board work. This does not establish London residence or UK decision-making.
Tiago Moreira da Silva Trindade Salgado Vice-chairman, non-executive director; audit/risk member Director 29 July 2024; vice-president 30 June 2025 Full-name EIDF proposal/CV plus Laurion's current board page establish an Andorra/Luxembourg professional-investment link as Laurion Group vice-chair/CEO. His separate EIDF vice-chair/director/committee roles ceased in the BORME entry registered 11 May 2026. Do not describe him as British or UK-based, or Laurion as a Portfolio shareholder, without evidence.
Pablo Ángel Carrallo de la Fuente Non-executive director; audit/risk member Director 29 July 2024 Appropriate independent-review/committee addressee. Foreign residence, controlling ownership and personal conduct in this complaint are not established.
Santiago Navarro de Andrés Co-founder, CEO / consejero delegado CEO and director 13 January 2023 Portfolio describes former Ashurst LLP banking/finance and capital-markets legal work. BORME records him as Piten Soft's sole shareholder in 2021; the vehicle currently holds 24.15% of the operator. Historic international-firm employment is not proof of UK residence.
Mariano Torrecilla Lahuerta Co-founder, executive director Director 13 January 2023 BORME records him as sole shareholder/administrator of his eponymous company in 2020; that vehicle currently holds 22.92%. No verified current UK appointment/residence.
Miguel Ángel Martínez Conde Secretary, non-director; general counsel Company governance page Board transmission/custody role. Do not count him as a sixth director.
Jaime García-Cruz Carbó Head of Legal and Compliance; audit/risk secretary Company governance page Appropriate existing compliance recipient. Prior BNP Paribas CIB/EML career is not proof that those firms have an engagement on Orion.
Mario San José Esteban Head of Risks; audit/risk member Company governance page A committee/risk function, not another director on the CNMV roster.

CNMV expressly warns that, for the first board, its listed appointment date is the date of the entity's CNMV registration. Do not convert 13 January 2023 into a certified original corporate appointment date. [S2]

The company publishes professional business addresses for its chair and CEO on the same public page. The existing verified Legal/Compliance channel can be used to request delivery to all board members, the secretary and the committee; delivery and board consideration should be evidenced rather than presumed. This investigation has not sent anything or tested delivery. [S3]

Shareholders: current direct positions and deeper ownership limits

The CNMV threshold table lists five holdings totalling 73.00%. The remaining 27.00% is not identified by this ≥5% table. It is not legitimate to infer that there are no foreign investors, or that the undisclosed remainder is UK-owned. [S9]

Exact legal name as registered Direct operator holding Deeper evidence recovered What remains open
Miguel Ángel Gabián Lamas 9.28% Exact full-name match to an attorney appointment at Citibank International PLC's Spanish branch, registered 10 August 2009. BORME also records revocation of powers at Citibank Europe PLC and Citigroup Global Markets Europe AG's Spanish branches on 27 November 2023. Confirm identity across records and business/residence jurisdictions; do not infer current bank office, bank ownership of the stake, UK residence or involvement in Orion from historical professional roles.
INNOVA10 INVESTMENTS, S.L. 10.55% Spanish commercial history, formerly Grupo 10 Empresarial. Fresh BORME entry 19 March 2026 revokes named substitute administrators and attorneys. Current complete management and natural-person ownership chain, voting agreements, investor source of funds and any foreign connections. A web aggregator's top list conflicts with its dated cessation narrative and cannot settle current roles.
MARIANO TORRECILLA LAHUERTA, S.L. 22.92% BORME act 465872 records Mariano Torrecilla Lahuerta as sole shareholder and sole administrator on 22 December 2020. Confirm current uninterrupted ownership, beneficial ownership and any arrangements affecting voting/control.
PITEN SOFT, S.L. 24.15% BORME act 317827 records Santiago Navarro de Andrés as sole shareholder on 23 June 2021. Confirm current uninterrupted ownership and any nominee, pledge, option or voting arrangements.
REIMEVANA SOCIETY, S.L. 6.10% Founded with Reiman Inversiones as sole shareholder in December 2016; lost single-member status on 24 February 2021. Ignacio Mansergas Haro appointed sole administrator on 24 February 2023; Resurrección Haro Cortés became attorney. Current shareholders, percentages, natural-person ownership and foreign jurisdictions. The 2016 sole-owner entry is expressly superseded as a complete ownership account by the 2021 event.

The two founder-linked vehicles together hold 47.07% in the current direct threshold table (24.15 + 22.92). The supporting natural-person sole-ownership entries are historical. This is a concrete ownership-interest inquiry; it is not proof of an acting-in-concert arrangement, a majority, an undisclosed control pact or involvement in legacy Sun Park acts. [S9; S11–S16]

UK and other international connections: what each fact proves

Connection Evidence level Proper implication Improper inference to avoid
HMRC recognition Official current tax table Portfolio has a recognised-exchange status for specified UK tax purposes. The table classifies its whole market as “Not listed”. FCA recognition/authorisation; all securities qualify as listed; UK listing, office or investor protection approval.
France services entry Official CNMV operator record A specific EEA cross-border services nexus should be included in the jurisdiction/distribution schedule. Ask which activities, investor classes and communications it covers and whether Orion was distributed there. French investors actually bought Orion; French regulator approved Orion; all complaints fall under French law.
Tiago / Andorra–Luxembourg Laurion connection Full-name EIDF proposal/CV; EIDF official announcement and signed Laurion statement, 5 October 2023; current Laurion board page A substantiated professional/investment connection for a current Portfolio vice-chair. Current Laurion headquarters are described as Andorra with a Luxembourg office; seek mandates, Portfolio interests if any, conflicts and place of relevant decisions. Laurion controls Portfolio, invested in Orion, is liable for the complaint, or Tiago has UK residence.
UK/non-EEA services and branches CNMV no-data return This register supplies no positive UK branch/non-EEA services entry in the retrieved tabs. A conclusive worldwide absence of UK business, UK-facing promotions or a UK-law trigger.
London partner-directory listing Portfolio's own current representation Its public directory labels Tara Waters, Ashurst, “Partner, London”, “Debt Capital Markets (EU & USA)”. That is evidence of the operator's representation and warrants a date/engagement/consent accuracy check. Current Ashurst partnership independently verified; a Portfolio directorship; advice on Orion; knowledge of the dispute. The linked Ashurst profile returned 404 during this review.
Santiago's Ashurst career Portfolio's corporate biography A disclosed international professional-firm background, relevant to asking who advised the operator and who participated in relevant decisions. Ashurst is liable for former employee conduct or UK jurisdiction follows from a firm's brand.
Miguel Gabián / Citibank International history Exact-name BORME appointment; UK company register supports the bank's identity A historical professional connection to a UK-incorporated banking entity through its Spanish branch. Current identity and relevance must be confirmed. Citibank owns Portfolio shares, endorses Orion, currently employs this person, or is liable because a former attorney later invested.
Euroclear custody representation Portfolio's own investor/member pages Portfolio states that client securities are held in omnibus accounts with Euroclear; request the exact contracting legal entity, settlement chain and relevant records if necessary. The counterparty is Euroclear UK & International/CREST; English jurisdiction applies; Euroclear participated in alleged issuer misstatements. The brand alone cannot resolve the legal entity.
International law/accountancy partners Corporate directory Precise names and roles can guide engagement, referral and conflict-record requests. It includes PwC, Uría, Abbaco, Gesvalt and other firms. Every listed firm had an Orion engagement, audited the offering, had notice, or shares another member firm's liability.

The public partner directory presents an unqualified London professional label while the linked primary firm page no longer resolves. The open letter can properly ask whether such relationships are current, what work they cover, and whether promotion of the operator or Orion to UK audiences involved them. It should not turn a potentially stale directory into a verified current UK board connection. [S10]

Laurion's business-units page also represents that Laurion AM, S.A.R.L. is supervised by Luxembourg's CSSF under A0002493, and that its captive-insurance structure is in Malta, authorised by the MFSA and managed by AON. These are corporate regulatory representations not independently checked against CSSF/MFSA records in this review. They are leads for a precise engagement/jurisdiction schedule, not findings of a Portfolio or Orion relationship, or any misconduct by those entities. [S28]

A separate primary BORME check confirms the EIDF vice-chair appointment registered on 22 September 2025 and the cessation of the vice-chair, director and committee roles registered on 11 May 2026. The 2026 notice itself uses both Trindade and Trinidade. This supports identity continuity while preventing the earlier EIDF roles being reported as current. [S29–S30]

How to strengthen the board communication

The defensible demand is a certified jurisdiction, distribution and conflict schedule, not an assertion that UK jurisdiction has already been established. Ask the board to identify:

  1. Each current director and committee member's relevant business locations, foreign board appointments, delegated functions and actual place of the decisions concerning Orion/admission/complaint handling. Publish business-level facts only; no residential addresses or birth details are necessary.
  2. Direct and indirect holdings, ultimate controllers, voting arrangements and material investor jurisdictions, including the 27% not identified by the CNMV threshold table. A proportionate public summary can accompany confidential regulator-level detail.
  3. Every relevant UK/France/other foreign offer, promotion, investor introduction, roadshow, webinar, website targeting decision and professional engagement, with communicator, legal entity, date, audience, materials, approval and reliance on exemptions.
  4. The precise scope and current validity of its HMRC recognition claim, any claimed FCA status, and the CNMV French services entry. Distinguish operator approval from instrument/issuer approval.
  5. The real legal entities behind custody, advice, due diligence, valuation, audit and referrals; fees, client mandates, competing interests, information barriers and handling of notice.
  6. Which board and audit/risk members reviewed the Sun Park/RICPE/Orion record; papers provided; recusals; independent reviewer; materiality analysis; corrections required; reasons for declining any requested correction.
  7. How corrections and Portfolio's own reasoned notice will reach the audiences exposed to the original materials, including relevant foreign audiences, without representing disputed allegations as findings.

Proposed public wording:

Portfolio's own governance and regulatory records make this a matter for its Board and Audit and Risk Committee, as well as Legal and Compliance. Our updated review confirms a French cross-border services entry and a limited UK tax-recognition connection, alongside publicly represented international professional relationships. We ask you to provide a verified schedule of the relevant jurisdictions, investor distribution, engagements and decision-making, including any UK conduct or communications. We do not treat a professional firm's international name or HMRC tax recognition as proof of FCA approval, UK residence or responsibility for Orion. The purpose is to identify the correct accountable people, legal entities and authorities, and to ensure that any material correction reaches every audience to which the original account was communicated.

This language strengthens the extraterritorial inquiry without prejudging facts that remain unavailable from public sources.

Search scope and limitations

Live official CNMV director, shareholder and four foreign-activity tabs were retrieved on 12 September 2026. Portfolio's legal, governance, partner, investor and member pages and 2025 solvency report were retrieved. The solvency extraction did not yield a fuller ownership/residence census. Multiple primary BORME notices were recovered to test company-directory leads and stale-role risks. A parallel Companies House name search covers all five current directors and the historical Citibank corporate identity; detailed results are in the accompanying people review.

Google and Brave returned HTTP 429; DuckDuckGo presented an anti-bot challenge; Yahoo failed; Bing returned unrelated result sets despite the requested queries. Those failures are not negative evidence about the people or companies. No browser challenge was bypassed. Commercial sources were used as leads and, where consequential, checked against official BORME notices. No paid beneficial-owner report, bank KYC file, compulsory disclosure, investor subscription register, privileged engagement file, current foreign tax residence or complete global court-record search was available. No sanctions/adverse-media clearance is claimed.

Source register

All URLs retrieved/checked on 12 September 2026 unless specified. BORME publication date differs from the registered act date; both are preserved above. Public pages can contain business/personal addresses; the report deliberately omits unnecessary location detail.

Continuity controls

Corrections and documentary replies: Por Derecho. Publication and delivery are separate states.