Voting Rights Policy

RSM Fund Management Luxembourg will, when it has been specifically mandated by an AIF to exercise the voting rights attached to the securities held in such AIF’s portfolio, vote or instruct the delegate Investment Manager or the Depositary Bank to vote on behalf of the AIF at shareholder or investor meetings when:

• the position held by the AIF exceeds the detention threshold defined by the European Directive 2004/109/EC and transposed into the national law applicable to that security;
• the annual/extraordinary general meeting of the shareholders of the security has to vote on one or several aspects listed below:
  • Corporate governance issues, including changes in the articles of incorporation, merger, and other corporate restructuring, and anti-takeover provisions;
  • Changes to the capital structure, including increases and decreases of share capital and preferred stock issuances;
  • Stock option plans and other management compensation issues;
  • Social and corporate responsibility issues Appointment and removal of Directors;
  • Any other issue that may affect significantly the interests of the Fund.

If the above conditions are not met, RSM Fund Management Luxembourg may elect to abstain from voting.

When exercising the voting rights, RSM will act exclusively in the best interest of the AIF and its investors, in accordance with the investment objectives of the AIF and in such as a way to prevent conflicts of interest.

RSM will act on a best effort basis and, as long as the relevant information on the voting possibility is publicly available and/or provided to RSM by the issuer of the security, the delegate investment manager, the Depositary or any other agent of the AIF.