Conflicts Policy

Gatemore Capital Management LLP / Gatemore Funds PLC

Conflicts Policy

The Alternative Investment Fund Managers Directive (“AIFMD”), a European Directive which took effect on 22 July 2013, is the new compliance regime for hedge funds and private equity funds operating or fundraising in the European Union.

Gatemore Capital Management LLP (“GCM”) recognises a number of enhanced investor protection measures under AIFMD, including increased transparency, more rigorous risk monitoring, and the requirement for an institutional depositary.  Whilst these benefits may, in certain circumstances, come with incremental administrative costs, GCM embraces AIFMD as a standard that European investors should seek for their alternative investments wherever possible, provided meeting such standard does not significantly impact the returns of the underlying strategy.

Gatemore Funds PLC (“Gatemore Funds”) was established by GCM to provide a way for European investors to access the strategies of non-European fund managers (“Gatemore Third Party Funds”) through an AIFMD-compliant Irish fund structure.

GCM is proposed to manage the Gatemore Funds, and is expected to receive fees in consideration for its services. GCM acknowledges that its duties as the alternative investment fund manager (AIFM) of the Gatemore Funds and its current investment advisory mandate to investment advisory clients, which includes fiduciary clients (together “Advisory Clients”), can raise potential conflicts of interest which it seeks to address through the supplements to its conflicts of interest policy (“Conflicts Policy”), the relevant extracts of which are set out below.  This Conflicts Policy aims to demonstrate how GCM will mitigate the conflicts between its management of the Gatemore Funds and its mandate to Advisory Clients with the goal of protecting the interests of Advisory Clients and also investors investing into Gatemore Funds.

Please note that this letter is intended to share our internal Conflicts Policy with our Advisory Clients and is therefore not a binding undertaking.  GCM also recognises that any procedures implemented are subject to the provisions of its individual investment advisory agreements with its Advisory Clients and, where applicable, any higher standards of care imposed by an investment advisory agreement for that particular Advisory Client will prevail over the procedures set out in our Conflicts Policy.
Policies for Advisory Clients

It is GCM’s policy that neither GCM, its staff or its affiliates should accept any direct financial incentives to recommend to its Advisory Clients to invest in, directly or indirectly via the Gatemore Funds, Gatemore Third Party Funds.

Where it is appropriate to do so, GCM may recommend to its Advisory Clients to invest in certain Gatemore Third Party Funds. That recommendation will always be based on client needs and a clear operational or commercial benefit of making the recommendation must be demonstrated. Similarly, subsequent to any investment, GCM’s advice to Advisory Clients as to whether to redeem or make new investments into any Gatemore Third Party Fund will remain objective and independent from GCM’s role in the Gatemore Funds.

As a means to neutralise any direct financial incentive to recommend Advisory Clients to make investment in Gatemore Third Party Funds, in circumstances where Advisory Clients do decide to invest in any Gatemore Third Party Fund, GCM will effectively waive any management and performance fees that it would otherwise have earned from Gatemore Funds as part of that Advisory Client’s investment.  GCM would retain the discretion to decide how it would carry out such waiver, either by waiving the management and performance fees as they accrue or by rebating such fees back to Advisory Clients.   GCM will make all investment and disinvestment decisions for Advisory Client portfolios entirely and independently in the best interest of the Advisory Client.
Policies for Other Investors in Gatemore Funds

Prospective investors in Gatemore Funds that are not Advisory Clients may be informed of the fact that Advisory Clients were invested in the respective Gatemore Third Party Fund at launch, although names and identities of Advisory Clients will be kept strictly confidential.  GCM will not disclose any subsequent new investments or disinvestments made by Advisory Clients to or from any Gatemore Third Party Fund.
Gatemore’s FCA Regulatory Obligations

As part of GCM’s FCA authorisation, it is obligated to have processes, based on its Conflicts Policy, for continually identifying, recording and managing potential conflicts of interests. Where GCM is unable to manage any conflict of interest sufficiently with reasonable confidence to prevent risks of damage to its clients, it is obligated to make disclosures to said clients of the general nature and/or sources of the conflicts. Where such disclosure is made, GCM will endeavour to do so in a timely manner and in any case prior to making an investment recommendation, where applicable.

Since its inception, Gatemore has been committed to providing investment services with complete objectivity and the utmost integrity.  This extract of the Conflicts Policy is being shared with you to demonstrate GCM’s intention to implement procedures ensuring its Clients that this standard will always remain.

Disclaimer: This letter is not a means of marketing, selling or otherwise soliciting interest in the units of any of the Gatemore Funds.