Terms & Conditions - Sagard SAS

Legal Information

Sagard SAS (hereinafter, “Sagard SAS” / the “Management Company” / “we” / “ourselves”), a société par actions simplifiée with a capital of €8.622.000, registered in the Registre du Commerce et des Sociétés de Paris under number 439 725 524, whose head office is located at 49 / 51, Avenue George V, 75008 Paris, France.

Tel: + 33 (0) 1 53 83 30 00

E-mail: [email protected]

Sagard SAS is a management company registered by the Autorité des Marchés Financiers (www.amf-france.org) under number GP 01046 since October 31, 2001 and was registered on April 15, 2014 under the AIFM Directive.

Information on the Site

Information, reports, press releases and newsletters relating to Sagard SAS and contained in the Site are provided for information purposes only. They cannot be considered or construed as solicitation, an offer of sale or service, a recommendation or a promotion of services provided by Sagard SAS, financial instruments or other investments and must not be used as a basis for any decision or action.

Sagard SAS has taken all reasonable steps to ensure the accuracy and appropriateness of the information published on the Site, and reserves the right to change the content without notice. Information on the Site is accurate as of the date of publication. They may be partial and incomplete due to the simplified versions of the texts, and have no contractual value.

Local Regulations

The Site is controlled and published by Sagard Holdings Management Inc. We cannot guarantee that the information on the Site is adapted and can be used in other countries or regions. Users who access the Site from other countries or regions are subject to their own laws and regulations, do so on their own initiative and are responsible for compliance with the laws applicable to them.

Personal data

Personal data collected by Sagard SAS through the Site is processed in accordance with our privacy policy available here.

Conflict of Interest Management Policy

A conflict of interest is any situation in which the interests of Sagard SAS or the funds it manages, or its employees as investment fund managers, or its affiliates or shareholders, or its clients or investors, are in conflict with the interests of other clients or investors or funds managed by Sagard SAS, and in which the decision-making process could result in a disadvantage to such other clients or investors or funds managed.

Managing conflicts of interest is an important component of the compliance controls in place at the Management Company.

In accordance with applicable regulations, including Regulation 231 / 2013 (EU), the Management Company has a conflict of interest management procedure in place with respect to its activities and that governs the relationship between the managed funds, the unitholders of the managed funds (hereinafter, the “Investors”) or third parties in relation to the funds and its collaborators. The Management Company has also established a conflict of interest mapping and a conflict of interest register.

The operations of the Management Company and its collaborators are carried out with a view to act in the best interests of the Investors or the clients for the investment services provided. The Management Company takes all reasonable measures to identify, prevent to the extent possible, and treat in the best interests of the Investors any situation of conflict of interest.

Finally, in accordance with the regulations in force, the Management Company undertakes to inform its clients or Investors if a situation of proven conflict of interest should be identified and for which the measures taken would prove insufficient to guarantee their interests.

For more information, please contact the Management Company.

Shareholder Engagement Policy

Sagard SAS has developed a shareholder engagement policy that describes how it integrates its shareholder role into its investment strategy.

Monitoring the strategy, financial performance, risks, capital structure and governance of target companies is inherent in the selection of investments and the management of the portfolio holdings of the funds under management. To this end, Sagard SAS ensures that one or more members of the operating team sit on the oversight bodies of the portfolio companies to monitor, among other things, business developments and major decisions.

Sagard SAS considers the exercise of voting rights to be an integral part of the management of the investments of the funds under management and intends, except for cause, to fulfill its role as shareholder in the best interests of the Investors. Sagard SAS exercises its rights in accordance with its own voting policy, primarily by physically attending general meetings of portfolio holdings and ensuring that no voting decisions can position it in a conflict of interest situation. For information on the votes cast, please contact Sagard SAS.

The shareholder engagement policy is available here.

We also invite you to find out about our environmental, social and governance policy that has been implemented and available here.

Complaints Handling

Sagard SAS has implemented a complaint handling policy designed to process client complaints efficiently, transparently and consistently, in accordance with applicable regulations.

Definition of a complaint

A complaint is a statement by a client expressing dissatisfaction with Sagard SAS or with an investment service provided by Sagard SAS.

A request for information, advice, clarification, service or performance does not constitute a complaint, even if the client expresses dissatisfaction.

Submitting a complaint

Submitting and processing a complaint with Sagard SAS is free of charge (however, postal, telephone, advisory or legal costs remain the responsibility of the parties).

Complaints may be submitted by post or by email:

By post:
Sagard SAS
49/51, Avenue George V
75008 Paris – France

By email: [email protected]

Processing of complaints

Upon receipt of a complaint, Sagard SAS will acknowledge receipt within a maximum of 10 business days. A response will be provided to the client within a maximum of 2 months from the date on which the complaint was sent, except in exceptional circumstances duly justified.

Clients may submit a complaint in the official language or one of the official languages of the Member State in which the fund is marketed or in which the investment service is provided. A response will be provided in that same language.

For further information, please contact the Management Company.

Dispute resolution

If the response is deemed unsatisfactory, you may refer your complaint to the AMF Ombudsman:

By post:
Médiateur de l’Autorité des marchés financiers
Service Médiation
17 place de la Bourse
75082 Paris Cedex 02
France

Online, via the mediation request form available at:
https://www.amf-france.org/fr/le-mediateur-de-lamf/votre-dossier-de-mediation/vous-voulez-deposer-une-demande-de-mediation

For further information on the AMF Ombudsman:
https://www.amf-france.org/fr/le-mediateur-de-lamf

For unitholders residing in another Member State of the European Economic Area, you may also refer your complaint to the independent mediator of the competent national authority in your country of residence. The list of national mediators is available on the European Commission’s website (FIN-NET network):
https://finance.ec.europa.eu/consumer-finance-and-payments/retail-financial-services/financial-dispute-resolution-network-fin-net/members-fin-net-country_en

Compensation Policy

Sagard SAS’ compensation policy is based on an assessment of annual and multi-year quantitative and qualitative skills and performance criteria. This policy is based on fairness and the alignment of the interests of the collaborators with those of the Investors, and takes into account the need to deter excessive risk-taking.

The Management Company has implemented a profit-sharing agreement taking into account the corporate social responsibility (CSR) objectives to be achieved by Sagard SAS. These objectives are defined in the context of Sagard SAS ’ existing CSR policy and as specified in the Incentive Agreement.

The general principles of Sagard SAS’ compensation policy are the responsibility of its Management Committee and apply to all employees of Sagard SAS regardless of their role or functions within the Management Company, subject to provisions specific to risk takers.

For more information or to consult the compensation policy, please contact the Management Company.