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Conflicts of interest management policy
According to article 313-18 of the AMF (French stock market regulator) regulation, Trocadero Capital Partners takes all the necessary measures allowing to detect conflict of interest situations in the management of AIF (Alternative Investment Funds) or related management services.
Conflicts of interest can be materialized by a situation which would damage investors’ interests when the investment comity has a bias with affiliate companies, Management, related third parties or any other people taking part in any investment process. Conflict of interest situations can arise when Management Company have an economical, financial or any capital link with any moral or physical person. In order to deal with these situations and in respect with AMF Regulations, Trocadero Capital Partners has set up specific policies, summarized below.
Conflicts of interest prevention policies:
Trocadero Capital Partners listed potential conflict of interest situations and procedures to follow to clear it. These kind of situations can emerge when a person loses impartiality in decision making or takes advantage of a situation affecting another one. An exhaustive list has been made by the Regulator, including: financial markets insider information abuses, equality in investors’ treatment, among others. These situations are subject to internal specific treatments at Trocadero Capital Partners. Any conflict of interest situations which are not treated as stated is considered as non-compliant with the policy and should be regularized. Major conflict of interest prevention means used by Trocadero Capital Partners are:
- respect of ethical charters ;
- team independence and separation (investment, risk) in order to reduce conflicts;
- normalized remunerations in order to avoid dangerous behaviours for investors.
Trocadero Capital Partners frequently updates its risks list. In addition to that, the Risk Manager reports all risky situations that the Management Company is facing or has faced. When necessary, Trocadero Capital Partners should inform any concerned investor/third party in order to take specific measures.
Further information can be given:
Trocadero Capital Partners
6, rue de Monceau
Claims and mediation policy
Trocadero Capital Partners is attentive to investors’ satisfaction and particularly when some situations may affect the quality of the relationship with the Management Company. Investors’ claims are specifically treated and in some cases, a mediation process can be established.
How to report a claim?
In case of conflict situation, you may notify Trocadero Capital Partners:
- by mail to the following address: Trocadero Capital Partners 6, rue de Monceau, 75008 Paris;
- by email at the following address: email@example.com;
- by phone: +33(0)1 84 17 38 63.
Conditions to make a claim:
Before filing a complaint, you should check that your claim is not related to any existing conflict situation between you and Trocadero Capital Partners. All litigations can lead to a claim if the conditions stated above are met.
How does it work?
Trocadero Capital Partners will:
- acknowledge your complaint within a maximum of ten working days, unless an answer is given within that period;
- answer within two months, except upon the occurrence of duly justified circumstances.
Investors have the possibility to ask a mediation from the AMF. The entitled mediator can help on any situation between Trocadero Capital Partners and its investors. If no settlement is reached directly with Trocadero Capital Partners, he must study the whole request with equality and impartiality . This service is totally free of charge and the last possible amicable settlement.
How to reach the mediator?
A written notice (registered letter) should be sent including a short summary of the litigation (with references to previous exchanges with Trocadero Capital Partners), to the following person:
- Mrs. Marielle Cohen-Branche, AMF Mediator, Autorité des marchés financiers, 17, place de la Bourse, 75082 PARIS CEDEX 02;
- email: by filing the “MEDIATION REQUEST FORM” available on the AMF website http://www.amf-france.org;
- directly through the link: http://www.amf-france.org/en_US/Le-mediateur-de-l-AMF/Le-mediateur-mode-d-emploi/Modes-de-saisine.html?langSwitch=true
The voting policy is in line with Trocadero Capital Partners’ investment policy, which aims at seeking long term performance in accordance with AIF management principles. Trocadero Capital Partners aims at supporting projects leading to value creation and economic development in profitable, sustainable and equitable ways. In this context, Trocadero Capital Partners is committed to protecting investors’ interests and financial markets integrity. Managers are in charge of voting at investments’ General Assemblies. In case of conflict of interest, the Risk Manager must be informed and voting rights should be given to another member of the management team.
Trocadero Capital Partners should participate in voting decisions as soon as its stake reaches 5% of total voting rights. This threshold aims at favouring flexibility and rapidity in investment decisions. Beyond this, a more specific follow-up should be established in a long term view. Otherwise, Trocadero Capital Partners might not exercise its voting rights in case important administrative costs must be born, even if threshold is reached. On the other hand, Trocadero Capital Partners might exercise, for any reason, its voting rights if the threshold is not reached.
Voting policy by resolution types:
Regarding Section 3, Article 314-100 of AMF General Regulations, Trocadero Capital Partners adopts the following principles:
1. Decisions leading to change in the by-laws:
Trocadero Capital Partners does its best to check that any change in the by-laws:
- does not reconsider the financial stability of the company;
- does not create any conflict of interest situation that would damage investors’ interests;
- does not favour a particular investor or a group of investors compared to others.
2. Accounts’ approval and net income allocation:
Trocadero Capital Partners gives priority to accounts’ integrity, financial communication transparency and to a reasonable equity management regarding dividend allocation.
3. Corporate bodies’ appointment and revocation:
Trocadero Capital Partners favours the board’s independence and powers separation principles.
4. Regulated agreements:
Regulated agreements must have clearly identified strategical and economical justifications and must be communicated in statutory time limit.
5. Stock buy-back and other issuances:
Trocadero Capital Partners is attentive to potential investors’ dilution, as well as preferential subscription rights.
6. Nomination of legal accounting controllers:
Entitled auditors must not be in charge of accounts at listed affiliate companies. Moreover, substitute auditors must not be part of the same house as entitled auditors. Trocadero Capital Partners commits to be transparent with investors regarding accounting fees.
7. Transparency on salaries:
Top management’s fixed and variable salaries, as well as attendance fees, must be justified and in line with market practice remunerations. Employees’ stock options and/or access to capital must also be market practice in terms of dilution regarding the targeted management incentive.
Prevention of conflicts of interest:
Trocadero Capital Partners does its best to meet investors’ interests by voting, and as a matter of fact, to avoid conflicts of interest. Investors must declare any potential conflict of interest situation (links with some companies’ management, peers investments, and so on).
Voting rights’ terms and conditions:
Voting rights can be exercised by absentee ballot, proxy vote or delegation of power to the President of the General Assembly. This choice depends on the nature of the articles and resolutions voted and Trocadero Capital Partners’ own vote. The following information must be registered by Managers:
- General Assemblies they attended;
- voting rights’ terms and conditions (proxy vote, attendance to GA, etc.);
- potential threshold needed for the participation;
- written comments on the vote if needed.
This register is used as a basis for the voting rights’ annual report. According to the article 314-101, Trocadero Capital Partners is exempted of report in case no vote occurred during the year.
Complementary information can be given by:
Trocadero Capital Partners
6, rue de Monceau
Regarding the personal information you might share with us, and which might be subject to data processing, you can benefit from a right of access, modification, correction and/or removal in accordance with the law concerning the protection of individuals about the processing of personal data: Art. 34 of the law “Informatique et Libertés” from January 6th, 1978, and the General Data Protection Regulation (GDPR), the new European regulation on personal data protection, published in the Official Journal on the 27th of April 2016 and in force since the 25th of May 2018. To do so, please send your request to TROCADERO CAPITAL PARTNERS, 44 rue Paul Valéry, 75116 Paris, France, or address it to Sandrine Baumgartner: firstname.lastname@example.org.
TROCADERO CAPITAL PARTNERS will reply at the latest two months after receipt of the request. The National Commission on Computer Technology and Freedom (“CNIL”) specifies: “If the application is incomplete (i.e. lack of ID) or cannot be fulfilled, the person in charge is entitled to request complementary documents: the timeframe would then be suspended and would run again once the elements provided.”
Personal data collected on this website may be stored at the latest until the expiration of statutory limitation period.
Each user might also send instructions to TROCADERO CAPITAL PARTNERS regarding the fate of his data after his death.
The limits of the right of access are specified on the CNIL website and can be consulted by clicking here:
TROCADERO CAPITAL PARTNERS informs you that it will be entitled, if necessary, to decline obvious unfair requests (i.e. due to their abusive repetition).
In order to help you in the process, especially if you wish to write a request to the above address, you will find a template written by the CNIL by clicking on the following link :
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