STATEMENTS ON THE TRANSPARENCY OF SUSTAINABILITY RISK POLICIES AND PRINCIPAL ADVERSE IMPACTS

FUNDROCK MANAGEMENT COMPANY S.A.

AUGUST 2022

Introduction

FundRock Management Company (FRMC) is authorised by the Commission de Surveillance du Secteur Financier to provide UCITS Management Company/AIFM services to a range of collective investment schemes domiciled in, but not limited, to Luxembourg, Ireland and France.

As per Regulation (EU) 2019/2088 (“SFDR”), FRMC is defined as a “financial market participant”.

Per article 3 of SFDR a “financial market participant” shall publish information about their policies on the integration of sustainability risks in their investment decision-making process. “Sustainability risk” means an environmental, social or governance event or condition that, if it occurs, could cause an actual or a potential material negative impact on the value of an investment.

Further, per Article 4 of SFDR a “financial market participant”, where the principal adverse impacts (“PAI”) of investment decisions are considered, is required to publish and maintain on its website a “statement on due diligence policies with respect to those impacts, taking due account of their size, the nature and scale of their activities and the types of financial products they make available”. This Statement has been developed in accordance with the provisions of Article 4, while also taking into consideration Article 7 of SFDR on the transparency of PAI at product level.

Delegation Model, Integration of Sustainability risk and Consideration of PAI (Article 3, Article 4 and Article 7 of SFDR)

FRMC delegates the portfolio management function of most of the funds to a qualified third party portfolio manager (the “Portfolio Manager”). FRMC may retain the portfolio management function in certain instances and in that circumstance appoint systematically a third-party investment advisor. Therefore, in the majority of cases, “investment decisions” as defined under SFDR are delegated to these Portfolio Managers, subject to FRMC initial due diligence and ongoing oversight.

In accordance with the Commission Delegated Regulation (EU) 2021/1255 and Commission Delegated Directive (EU) 2021/1270 of 21 April 2021 , FRMC takes into account sustainability risks in the investment decision.

This is detailed in the pre-contractual disclosures in accordance with article 6 of SFDR.

Further, the Funds, to which FRMC act as UCITS Management Company/AIFM, follow a number of different investment strategies with varying consideration of environmental, social and governance (ESG) and sustainability factors.

Article 3 – Sustainability Risks

FRMC ensures as part of its due diligence process and ongoing oversight that :

1. Sustainability Risks is an integral part of the Fund’s investment process;
2. Sustainability Risks is considered as part of a broader analysis of individual issuers, using internal and external inputs helping to identify exposure to Sustainability Risks, preparing for company engagement and collaborate on new research inputs based on data provided by data providers. The factors which will be considered by the Portfolio Manager will depend on the security in question, but typically include ownership structure, board structure and membership, capital allocation track record, management incentives, labour relations history, and climate risks.
3. In assessing these risks, the Portfolio Manager draws upon a wide variety of internal and external research to assess any potential impact on the value of the assets over the time horizon of the Fund.

In instances where FRMC retains portfolio management and where a Financial Advisor is appointed, FRMC may consider sustainability risks within their investment decision in respect of those funds, provided that the steps described in 1-3 are fulfilled. FRMC also acknowledge that in certain instances, the Financial advisors may publish information on their own website in respect of sustainability risks integration.

FRMC has also enhanced its existing risk management framework to oversight the integration of sustainability risks. The risk management will oversee the integration of sustainability risks by Portfolio Managers on an ex-post basis.

Articles 4 & 7 – Principal Adverse Impact

FRMC does not consider Principal adverse impact (PAI) at entity level. However, FRMC and/or its delegates can consider the PAI on case by case at the level of funds.

Should Portfolio Managers wish to consider PAI in respect of the Funds in line with Article 7 of SFDR, FRMC shall ensure that:

1. The Delegated Manager has the appropriate infrastructure in place to report on PAI on an ongoing basis;
2. Where PAI are to be considered in respect of the Funds, the appropriate disclosures are made in the pre-contractual documents in line with SFDR by 31 December 2022;
3. The list of Funds for which PAI are considered is available on request;
4. The processes, systems and procedures in place to consider and report on PAI in respect of each Funds shall remain subject to the FRMC’ periodic due diligence;
5. The Portfolio Manager also provides or published on its website appropriate disclosures in accordance with Article 4(1) and (2) of SFDR, while also considering the associated Regulatory Technical Standards once adopted by the European Commission, in respect of the Funds;
6. The periodic reports of the Funds contain sufficient and appropriate information as to the assessment of PAI.

Where PAI are not considered in respect of the Funds to which FRMC act, FRMC shall ensure appropriate disclosures are contained within the relevant pre-contractual documents. For further information as to why PAI are not considered in respect of a particular Funds, please refer to the prospectus/supplement of that Funds.

In instances where FRMC retains portfolio management, FRMC may consider PAI in respect of those funds, provided that the steps described in 1 to 6 of the above are carried out in an equivalent manner with appropriate disclosures made on its website. FRMC also acknowledge that in certain instances, the Financial Advisors may publish information on their own website in respect of PAI in respect of the Funds.

This position shall remain subject to ongoing review in line with market practise and regulatory developments. FRMC shall periodically reassess the integration of sustainability risks, PAI statements, policies adopted by the Portfolio Managers and reporting made in respect of the Funds to ensure their continued appropriateness.

These Statements are subject at least to annual review.

For further queries relating to FundRock Management Company S.A. please contact: FRMC_CRM@FundRock.com