Voting Rights Policy Summary

FundRock Management Company (“FRMC”) as Management Company under Chapter 15 of the Law of 17 December 2010 (“Management Company”), as amended from time to time, and Alternative Investment Fund Manager (“AIFM”) under Chapter 2 of the Law of 2013, as amended from time to time, shall develop adequate and effective strategies for determining when and how voting rights attached to instruments held in its managed portfolios are to be exercised, to the exclusive benefit of its funds and their investors concerned (CSSF Regulation 10-04, article 23, EU Commission Delegated Regulation 231/2013).

Key Principles

Under the third party management company model (i.e. oversight business model), FRMC always delegates, under its responsibility, the portfolio management function to third parties (‘delegate’), including the determination of the voting strategy and the exercise of voting rights. As such, the voting rights powers are handled by the appointed investment manager delegate.

Responsibilities

The management committee of FRMC defines the oversight framework over voting rights of funds under management and ensures that it is cascaded down to the relevant teams via proper training and instructions.

The compliance function must ensure that the oversight framework regarding voting rights defined at the level of the management committee is cascaded down to all FRMC staff and in particular to the team(s) in charge of the oversight of the investment manager, that any new rules concerning voting rights are analysed and communicated to FRMC staff and notably to the teams in charge of the oversight of the investment manager.

Team manager in charge of the oversight of the investment manager is responsible for defining the procedures of oversight that fit legal requirements and compliance advice in relation to voting rights strategy. He must also escalate any breach detected to the management committee and to the boards of funds under management.

A paper version of this Policy is made available free of charge to investors at FundRock’s registered office.