Reference text

Directive 2009/65/CE (consolidée), directive 2011/61/UE, Règlement délégué (UE) n°231/2013

Article L. 533-22-2 du code monétaire et financier

Articles 321-125 et 319-10 du règlement général de l’AMF

Position-recommandation DOC-2012-12 guide relatif aux frais

Position DOC-2016-14 concernant les bonnes politiques de rémunération au titre de la directive OPCVM

Position DOC-2013-11 concernant les politiques de rémunération applicables aux gestionnaires de FIA

Scope of identified staff

To date, all COLIBRI AM employees are covered by this Remuneration Policy. They therefore make up the “identified personnel” concerned by this Policy. More specifically, they are :

• Leaders, Michel CAMILLERI et Frédéric HAMM ;
• The non-executive financial manager, Marc FRIPPIAT ;
• The person responsible for the middle and back office and for the administrative management of the company, Axel CAMILLERI.

In accordance with the regulations, the next employees recruited could also be named “identified personnel” :

• if they occupied key functions provided for in Article L533-22-2 of the CMF (e.g. financial manager, head of a support function, etc.), or
• were likely to have a significant impact on the risk profile of the company or the funds managed and whose salary would be “significant” in accordance with AMF Position DOC-2013-11 (i.e. an employee whose remuneration “falls within the same remuneration bracket as senior management and identified staff”)

Types of compensation paid by the SGP

COLIBRI AM will not pay variable compensation.

If it were to change this policy at a later date, it would contact the AMF beforehand.

Specify the nature of the variable remuneration paid (cash, shares, options, discretionary pension contributions, etc.).

Do identified staff receive remuneration explicitly indexed to performance fees related to UCITS/AIF management?

Yes ☐                                                           No ☒

If so, are they in line with AMF Position 2012-12 – Guide to fees and do they ensure an alignment of interests with investors?

Yes ☐                                                           No ☒

Application of the principle of proportionality

N/A: the SGP will not pay variable compensation.

At the company level :

• Size of the asset management company (number of employees, number of risk takers), amount of assets under management (of UCITS and assets under management, when the company applies to be subject to the UCITS Directive; or of AIFs, including leverage, and assets under management, when the company applies to be subject to the AIFM Directive)
• Nature, scope and complexity of the activities developed,

At the staff level :

• Structure of staff remuneration (amount of variable remuneration and/or percentage of variable remuneration in relation to fixed remuneration).

The portfolio management company invokes the principle of proportionality provided for in III of Article 321-125 and III of Article 319-10 of the AMF General Regulation:

Yes ☐                                                           No ☒

If the fund is also authorised under the AIFM Directive, was the principle of proportionality applied when it was authorised under that Directive?

Yes ☐                                                           No ☒

If the SGP is authorised under the UCITS Directive, was the proportionality principle applied when it was authorised under that Directive?

Yes ☐                                                           No ☒

Terms of payment of the variable compensation

No variable compensation.

Governance and creation of a remuneration committee

The management company declares that it complies with point I, 3) of Article 321-125 (when the company is authorised under the UCITS Directive) and/or points I 3) and 4) of Article 319-10 (when the company is authorised under the AIFM Directive) of the AMF General Regulation on remuneration governance :

Certificate of compliance :   ☒

The company invokes the principle of proportionality in order not to set up a remuneration committee, as mentioned in point I, 3) of Article 321-125 (when the company is authorised under the UCITS Directive) and/or point I, 4) of Article 319-19 (when the company is authorised under the AIFM Directive) of the AMF General Regulation:

Yes ☒                                                           No ☐

– In line with the example given in the ESMA guidance, the portfolio management company manages portfolios of UCITS/FIAs (according to the authorisation applied for) with a value of up to EUR 1.25 billion and has no more than 50 employees, including those dedicated to the management of AIFs/CITS and to the provision of services referred to in Article 6(3)(a) and (b) of the UCITS Directive and Article 6(4) of the AIFM Directive (management under mandate and ancillary services),

Yes ☒                                         No ☐

– The company is part of a banking, insurance or investment group or financial conglomerate in which an entity is required to establish a remuneration committee and the existing remuneration committee assumes responsibility for monitoring the compliance of the asset management company,

Yes ☐                                                           No ☒

– The company has taken into account elements such as whether the management company is listed or unlisted, its legal structure, the number of employees, the assets under management, whether the management company also manages AIFs (if authorised under the UCITS Directive) or UCITS (if authorised under the AIFM Directive), the provision of services referred to in Article 6(3) of the UCITS Directive or Article 6(4) of the AIFM Directive

Alignment to risk

The portfolio management company has implemented a policy of discretionary pensions (including on departure) and prohibits any form of hedging of remuneration variations induced by payment instruments:

Yes ☒                                                           No ☐

Reporting

^{The portfolio management company declares that it complies with or has taken all necessary measures to comply with the publication requirements set out in Articles 411-107 or 422-67, 411-113 or 422-71, and 411-121 or 422-79 and 422-80 of the AMF General Regulation and the instructions supplementing them [3]}:

Certificate of compliance :   ☒

Declaration of compliance

The portfolio management company declares that it complies with points 1 to 12 and 16 to 18 of I of Article 321-125 or points 1 to 12 and 16 to 18 of I of Article 319-10 of the AMF General Regulation.

Certificate of compliance :   ☒