Policies

BKN Capital as AIFM is regulated by the Luxembourg financial supervisory authority the Commission de Surveillance du Secteur Financier (CSSF). As a member of the Association of the Luxembourg Fund Industry (ALFI) we also adhere to the ALFI Guidelines and Recommendations such as the Code of Conduct for Luxembourg Investment Funds. Our governance rules cover the following areas:

Complaints Handling

BKN Capital S.A. is dedicated to investigating complaints in a timely manner. A complaint may be any expression of dissatisfaction by a client or investor that may be expressed in writing by letter, email, by phone or in person. All complaints will be forwarded to the Complaints Handling Officer who will assess and address such complaints in a timely fashion.

If you wish to submit a complaint, please make sure to include the following details:

Name of the AIF being serviced by BKN Capital (if applicable);
Your name, surname and contact details to receive a reply;
and Details of your complaint.

Complaints may be sent to: compliance@bkncapital.lu or by contacting BKN Capital S.A.

Complainant’s Recourse and Regulator Notification

If the complainant is dissatisfied with the response from BKN Capital, S.A, the complainant has the right to contact the CSSF one month after the date the complaint was originally sent. A form provided on the CSSF website may be used to initiate an out-of-court complaint resolution procedure. The form and full text of the CSSF Regulation 16-07 relating to this process may be located here:

https://www.cssf.lu/en/customer-complaints/

The contact details of the CSSF are:

Commission de Surveillance du Secteur Financier

Département Juridique II
110, route d’Arlon
L-1150 Luxembourg
reclamation@cssf.lu
www.cssf.lu

After receiving and acknowledging the complaint, the CSSF will contact BKN Capital, S.A. to request an explanation and supporting documentation regarding the complaint at hand. BKN Capital S.A. will cooperate to the fullest extent possible during the investigation.

As per yearly reporting requirements, BKN Capital S.A. will report the number and nature of complaints to the CSSF.

Voting Rights

BKN Voting Right Policy

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

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

BKN delegates, in most 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.

Before entering into a contractual relationship with an investment manager as well as throughout the lifetime of such relationship, BKN will perform 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.
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.

In 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.

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.

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

BKN Capital S.A.
Campus Contern – Building Bouvreuil
17, rue Edmond Reuter
L-5326 Contern, Luxembourg
Tel: +352 2786 1420
Email : compliance@bkncapital.lu

Privacy Notice

Context and Introduction

This Privacy Notice (the “Notice”) has been prepared by BKN Capital S.A. (“BKN”) in accordance with the requirements of Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (the “GDPR”) as well as national legislation enacted from time to time in Luxembourg.

All capitalized words used in the Notice shall have the same meaning as they are defined or referred to in the GDPR, unless specifically indicated to the contrary herein.

BKN is a Data Controller of the Personal Data of a Data Subjects with whom BKN deals in the daily performance of its duties as further described herein.

BKN is committed to performing its duties hereunder and to hold the Personal Data in confidence in strict compliance with the provisions of the Notice, any internal procedures, the GDPR, as well as any applicable Luxembourg law.

When providing Personal Data to BKN via email, mail, www.bkncapital.com / www.bkncapital.lu (the “Website”) or any other format, BKN will process such Personal Data in line with the GDPR and this Privacy Notice.

By using this Website or providing Personal Data in any other format, a Data Subject acknowledges that it has reviewed, and agreed to, the terms of this Privacy Notice. A Data Subject should not use the Website and cease all provision of Personal Data if the Data Subject does not agree with the terms of this Privacy Notice.

This Notice contains the information prescribed by article 12 of the GDPR.
Identity and Contact Details of the Data Controller and the Supervisory Authority

Data Controller:
BKN Capital S.A.
Att. Compliance Department
compliance@bkncapital.lu
17, rue Edmond Reuter
L-5326 Contern

Supervisory Authority:
Commission Nationale pour la Protection des Données
Service des plaintes
15, boulevard du Jazz
L-4370 Belvaux
Categories of Personal Data Concerned

BKN will collect and process the following Personal Data from a Data Subject for one or several purposes outlined in section 4 below:
- Identification documents, such as, but not limited to copies of passport, ID cards, driving licenses;
- Contact details e.g. name, address, telephone number, email address;
- Curriculum vitae e.g. education, training, qualifications, profession;
- Personal characteristics e.g. age, gender, nationality, marital status, date and place of birth;
- Evidence of tax residency;
- Extract of the criminal record;
- Bank references incl. financial information.
In addition, BKN may collect the following types of information when you access or browse the Website:
- Personal Information you provide directly when you register or join an online community or other group, inquire about our services via any e-mail messages you send, including personally identifiable information such as your name, contact information (phone, fax, address, and email address);
Passively collected information, including through the use of cookies[1] and web beacons[2], IP addresses, web browser and operating system information, date and time of visits, and the web pages your Internet browser visits when browsing the Website, or any affiliate site; Click-through information related to BKN emails and related marketing activities; and aggregate, non-personally identifiable information, such as the number of hits per week or per web page.
Purpose of the Processing and Legal Basis for Processing

BKN will use Personal Data for the following purposes with the relevant associated legal basis:
- Compliance with a legal obligation:
  1. Ensuring compliance with anti-money laundering/combatting financing of terrorism legislation, including, but not limited to the amended law of 12 November 2004 on the fight against money laundering and terrorist financing, as amended;
  2. Ensuring compliance with tax obligations in Luxembourg;
  3. Investigating and resolving complaints and managing contentious regulatory matters, investigations and litigation;
  4. Executing any internal policies and procedures, such as, but not limited to, the voting rights policy, conflicts of interest policy and the best execution policy.
- Performance of a contract with a Data Subject or any organization or entity which is represented by such Data Subject:
  1. Fulfilling BKN’s obligations under any agreement that BKN may have entered into with a Data Subject or any organization or entity which is represented by such Data Subject;
  2. Fulfilling BKN’s obligations under any agreement between a Data Subject or any organization or entity which is represented by such Data Subject and a third party, under which BKN has to fulfil any duties.
- Marketing by BKN:
  1. Developing and managing a business relationship with a Data Subject or any organization or entity which is represented by such Data Subject;
  2. Providing customized and personalized information to a Data Subject about services and solutions proposed by BKN;
  3. Invitations and organization of events and other professional activities.
- Consent of the Data Subject:
  BKN may use Personal Data for any other purpose expressly agreed on by the Data Subject, provided that such consent may be withdrawn at any time by the Data Subject, without however affecting any Processing performed by BKN prior to such withdrawal.
- BKN’s legitimate interest:
  1. Managing and administering the relationship between BKN and a Data Subject or any organization or entity which is represented by such Data Subject;
  2. Maintaining a client relationship management database for communication and promoting services offered by BKN to Data Subjects or any organization or entity which is represented by such Data Subjects;
  3. Monitoring and recording correspondence, telephone calls and emails in accordance with BKN’s IT policies.
BKN’s legitimate interest results from BKN’s regulatory status as an alternative investment fund manager and the duties, role and responsibilities associated with such regulatory status.
Recipients of Personal Data

BKN may share Personal Data with the following Recipients:
- Any service providers of BKN who provide administrative, telecommunications, information technology, transaction and data processing, payment or securities clearing, debt collection, business processing, mailing, call center, operational or other services to BKN, including Luxembourg based Professionals of the Financial Sector, such as secondary IT systems and communication networks operators of the financial sector authorized under the law of 5 April 1993 on the financial sector, as amended, and any service providers of the Data Subjects;
- Any lawyers, auditors, consultants, independent directors or other professionals which BKN may consult to obtain advice or assistance for the performance of its duties to a Data Subject or any organization or entity which is represented by such Data Subject;
- The CSSF or other governmental, supervisory or regulatory authorities, tax authorities, law enforcement agencies, judicial authorities, self-regulatory or industry bodies in order to allow BKN to comply with any local, foreign or suprational law, regulation, directive, guidance injunction or request for disclosure or other form of obligation, advice or recommendation binding or applying to BKN;
- Any actual or proposed assignee of BKN or participant or sub-participant or transferee of BKN’s rights in respect of Data Subject or any organization or entity which is represented by such Data Subject;
- Third-party financial institutions, custodians, depositaries, valuation agents, clearing houses, insurers, credit card companies, securities and investment services providers;
- Any party in respect of which such disclosure is requested and/or consented to by the Data Subject or any organization or entity which is represented by such Data Subject.
Transfer of Personal Data to Third Countries

BKN currently may transfer Personal Data to Recipients that are located outside the European Economic Area (“EEA”) or to International Organizations.

When sharing the Personal Data of a Data Subject with Recipients that are located outside the European Economic Area (EEA), Personal Data of a Data Subject will only be transferred on one of the following bases:
- The transfer is to a recipient in a country or territory approved by the European Commission as providing an adequate level of protection for personal data;
- The transfer is to a Recipient that has entered into European Commission standard contractual clauses with BKN;
- The transfer is to a recipient in the United States of America who has registered under the EU/US Privacy Shield;
  or
- The Data Subject has explicitly consented to the transfer of Personal Data. In this regard, and as detailed above, BKN will from time to time need to pass certain identity related data (including the name, title, gender, nationality and date of birth, and copies of passport, driver’s license, tax ID, social security number, and/or government issued identification document of a Data Subject) to supervisory authorities or service providers of BKN located outside of the EEA for the purposes of (1) “know your client”, (2) controls related to anti-money laundering/combatting financing of terrorism or (3) for the receipt and maintenance of any regulatory licenses granted to BKN.
Automatic Exchange of Information
- By application of the US Foreign Account Tax Compliance Act (FATCA) and the Common Reporting Standards (CRS) regulations concerning automatic exchange of information, as well as the GDPR, Data Subjects declare being informed, acknowledge and agree, that their Personal Data and financial information provided by BKN to financial institutions for the purposes mentioned in section 4 may be thereafter potentially used by the financial institutions in the execution of their FATCA and CRS duty to provide information to the Luxembourg tax authorities. That information can in turn be forwarded to the relevant foreign tax authorities, including the relevant US tax authorities.
- The Data Subject must provide any additional information that might be required from time to time by BKN for the purpose of the FATCA and CRS laws and failure to do so within the prescribed timeframe may trigger a reporting to the Luxembourg tax authorities.
Period for which the Personal Data of the Data Subject is Stored by BKN

BKN will store the Personal Data of the Data Subject in line with applicable legal and regulatory requirements in Luxembourg and in accordance with its data protection policy.
Rights of Information and Access to Personal Data by a Data Subject under the GDPR

A Data Subject has the following principal rights under GDPR:
- To obtain confirmation from BKN as to whether or not Personal Data concerning the Data Subject is being Processed by BKN;
- As the case may be, to obtain access to, and copies of, the Personal Data BKN holds about the Data Subject;
- To obtain the following information:
  - The purposes of the Processing of Personal Data and the categories of Personal Data concerned;
  - The recipients or categories of recipient of Personal Data to whom Personal Data has been or will be disclosed, in particular if such Recipients are located outside the European Economic Area (“EEA”) or are International Organizations;
  - Insofar as possible, the envisaged period for which Personal Data will be stored, or, if not possible, the criteria used by BKN to determine that period;
- To require that BKN rectifies or erases Personal Data;
- To request a restriction of the Processing of Personal Data or to object to such Processing;
- To obtain the Personal Data concerning the Data Subject, which was provided by the Data Subject, in a structured, commonly used and machine-readable format that can be transmitted to another Data Controller in certain circumstances;
- To lodge a complaint with the Supervisory Authority indicated in section 2.
Disclosure of Personal Data

Before disclosing any Personal Data relating to its employees, contractors and other individuals, BKN shall (1) ensure that those natural persons are duly notified and made aware of BKN’s obligations under the GDPR, and (2) undertake and represent those natural persons will process such Personal Data in line with the provisions of the GDPR.
Miscellaneous
- This Privacy Policy shall be deemed an integral part of all contracts, agreements, facility offer letters, account mandates and other binding arrangements which Data Subjects or any organization or entity which is represented by such Data Subjects have entered into or intend to enter into with the Company.
- This Privacy Policy may be updated from time to time to reflect changes and/or developments in data protection and banking secrecy laws, regulations, guidelines, codes and industry practices in Luxembourg.
- The list of the above rights is not absolute and requests may be refused where exceptions apply.

Date: 16 Mai 2025
Version 4.00

[1] Cookies are small text files that store information about your interactions with a particular website, either temporarily (known as a “temporary” or “session” cookie and deleted once you close your browser window) or more permanently on the hard drive of your computer (known as a “permanent” or “persistent cookie”). Cookies can make it easier to use a website by allowing servers to access certain information quickly. If cookies are disabled in your browser, you may not have access to the totality of our offers and services.

[2] A web beacon is an electronic image that is imbedded in a web page or email which allows to track web page views/hits or the opening of an email containing a beacon. BKN may use web beacon in conjunction with cookies to track web site activity, the Website and associated websites. Web beacon tracking by BKN does not identify the name or email address of the web user or mail recipient.

BKN Capital S.A. is authorized and supervised as an Alternative Investment Fund Manager by the CSSF.
© 2025 by BKN Capital S.A.