1.  BKN Voting Right Policy

In general, BKN delegates the investment management function of its funds under management, including the exercise of voting rights, to external investment managers as set out in the respective investment management agreements.

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Only for a small number of funds where the investment manager function is not delegated, the duty to potentially exercise voting rights remains with BKN.

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2.  BKN’s Strategy for AIFs Managed by Third-Party Investment Managers

BKN delegates, in most of the cases, the portfolio management function to a licensed third party service provider. Investment managers are, in general, in the best position to use possible voting rights in the most beneficial way possible for the funds, and have access to all relevant information to do so.

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Before entering into a contractual relationship with an investment manager as well as throughout the lifetime of such relationship, BKN will perform a due diligence. The assessment of their voting rights policy and the verification that such policy reflects the regulatory and legal requirements, is part of the process.

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3.  BKN’s Strategy for AIFs Managed by BKN as Portfolio Manager

With respect to funds for which BKN acts as investment manager, the voting rights will not only depend on the investment strategy and the nature of underlying investments but also on the objective criteria relating to the effectiveness and the relevance of the potential exercise of voting rights.

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By way of principle, when acting as investment manager for AIFs, BKN does not intend to participate directly or indirectly in the management of companies the shares of which are held in the portfolio of the relevant AIF.

BKN shall instead consider the exercise of voting rights in accordance with the best interest of the relevant AIF and/or its investors.

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In practice, each decision subject to a vote depends on a unique set of facts, which should be taken into account when determining whether the vote is in the best interests of the relevant AIF and/or its investors.

BKN usually agrees with the investment advisor and/or initiator of the fund on how to best develop and implement the engagement policy specific to the fund, its investors and ,as the case may be, the target company.

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BKN may instruct external parties to perform the necessary diligences and actions to formalize the decision taken.

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4.  Voting Rights Report

Details of the actions taken based on this Policy for AIFs for which BKN acts as investment manager will be made available to investors free of charge upon their request.

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5.  Contact

BKN maintains a copy of its complete Voting Rights Policy at the company’s registered office. For any further questions, do not hesitate to contact us at:

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BKN Capital S.A.

Campus Contern - Building Bouvreuil

17, rue Edmond Reuter

L-5326 Contern, Luxembourg

Tel: +352 2786 1420

Email : compliance@bkncapital.lu