Stewardship Code

Introduction

This statement outlines Conductor Capital’s position with respect to the UK Stewardship Code (the “Code”), which was published by the Financial Reporting Council (“FRC”) in July 2010 and amended in 2012 and 2020. Under Rule 2.2.3R of the FCA’s Conduct of Business Sourcebook, the Firm is required to make a public disclosure about the nature of its commitment and level of compliance to the Code or, where it does not commit to the Code, to explain its alternative investment strategy.

The Code is a voluntary code, which aims to enhance the quality of engagement between asset owners/asset managers and listed companies in the UK, to help improve long-term risk-adjusted returns to shareholders and the efficient exercise of governance responsibilities. It sets out good practice on engagement with investee companies and is to be applied by firms on an “apply and explain” basis. It also describes steps that asset owners can take to protect and enhance the value that accrues to the ultimate beneficiary.

The FRC recognises that capital is invested in a range of asset classes over which investors have different terms and investment periods, rights and levels of influence. Hence the Code does not solely apply to equity investments.

The FRC also recognises that not all parts of the Code will be relevant to all institutional investors and that smaller institutions may judge some of the principles and guidance to be disproportionate. It is of course legitimate for some asset managers not to engage with companies, depending on their investment strategy.

The Code comprises twelve Principles that can be summarised as follows:

1. Purpose, strategy and governance

2. Governance, resources and incentives

3. Conflicts of interest

4. Promoting well-functioning markets

5. Review and assurance

6. Client and beneficiary needs

7. Stewardship, investment and ESG integration

8. Monitoring managers and service providers

9. Engagement

10. Collaboration

11. Escalation

12. Exercising rights and responsibilities

Conductor Capital’s Position on the Code

Conductor Capital has a specialist focus on energy and carbon markets and does not have a mandate to invest in UK equities or fixed income. Therefore the Code’s relevance has limited applicability to Conductor Capital.

Conductor Capital has chosen not to commit to the Code given the nature of the investment strategy and assets traded.

Shareholders Rights Directive II

Statement

The Second Shareholder Rights Directive (“SRD”), which took effect in the UK on 10 June 2019, aims to improve shareholder engagement and increase transparency around stewardship. As detailed in the Stewardship Code, Conductor Capital does not invest in listed equities and therefore the SRD does not apply.

Privacy Policy

Conductor Capital Management LLP (“Conductor Capital”)

Your privacy is very important to us. This Privacy Notice sets forth our policies with respect to non-public personal information of current, prospective and former investors and clients (collectively, “Investors”). These policies apply to investors in our Funds and internet users of the Conductor Capital website (the “Site”) and may be changed at any time. Changes will be effective immediately upon posting onto our Site for internet users or provided to you if visiting our offices.

Conductor Capital is required to comply with the Data Protection Act 2018 (“DPA”), the United Kingdom General Data Protection Regulation as defined in section 3(10) and 205(4) of the UK’s DPA, the Privacy and Electronic Communications (EC Directive) Regulations 2003, and (to the extent applicable) the EU General Data Protection Regulation 2016/679 of the European Parliament and of the Council (“GDPR”) on the protection of natural persons with regard to the processing of personal data and on the free movement of such data. The Firm’s supervisory authority with respect to the GDPR is the Information Commissioners Office (“ICO”). In addition, the Financial Conduct Authority has indicated that firms should ensure compliance with GDPR as part of their obligations under the FCA Handbook.

If you would like a copy of the Conductor Capital Data Protection Policy, please send an email to info@conductorcapital.co.uk.

Your Information

Your information is the information which we obtain about you. This information includes your name, address, telephone number, email address, and any other contact details. It includes information which you give to Conductor Capital or which we obtain about you, through your use of this Site and/or in connection with any products Conductor Capital provide to you and in correspondence, including emails and conversations with Conductor Capital.

We also gather information about you from our Site. This will include information (such as how many people visit our Site, the pages they visit, the features they use, how long they stay and the websites they are connecting from) collected on an aggregate basis on public areas of our Site. We also collect information through the use of Cookies.

How We Use Your Information

We will use your information to improve the calibre of online information and services offered.

Conductor Capital does not disclose your non-public personal information to anyone other than to our affiliates, and as permitted by law or as necessary in connection with the provision of Conductor Capital‘s services to you, such as to Conductor Capital’s accountants, attorney’s, auditors, brokers and regulators and certain service providers and only as necessary to facilitate the acceptance and management of Conductor Capital’s relationship with you. Thus, it may be necessary under anti-money laundering regulations and similar laws, to disclose information about you in order to accept subscriptions for example to fraud prevention agencies or registers who will use your information to search their database when considering your application. These agencies may retain a record of the search and share your information with other organisations. We will only share your information on condition that these entities keep your information strictly confidential.

We may share your information with any governmental or regulatory body, if required to do so by law. Otherwise, we will not use your information for any other purposes.

Personal Data Retention Period

We will keep your personal data for such period as is required for us to provide our services to you, or such longer period as we may be required to process the data to ensure our compliance with all relevant laws and regulatory obligations to which we are subject.

Commitment to Online Privacy

At Conductor Capital, we understand the specific concerns of Internet users about what type of information is gathered and tracked on websites, how that information is used, and with whom it is shared.

We are committed to protecting the privacy of your personal information that we obtain about you through your use of this website (the “Site”). This commitment is described in this privacy policy which sets out how we collect, use and handle your information, and what steps we take to protect your privacy when it is collected by us on our Site.

By using this website, you agree to the use of your information in accordance with this privacy policy.

Use of Cookies

A cookie is a small piece of information that an Internet site sends to a website visitor’s computer. In some cases, it is stored on the visitor’s computer’s hard drive. Cookies can save the visitor’s name, password, username, screen preferences and the pages of the site viewed by the visitor. Visitors may decline the Internet cookie by using the appropriate feature of their Web software, if available. Declining the Internet cookie may, however, interfere with a visitor’s ability to view certain content is this web site.

Security Standards

We work hard to ensure that our systems are secure and that they meet industry standards. Where appropriate, we employ firewalls, encryption technology, user authentications systems (e.g. passwords and personal identification numbers) and access control mechanisms to control access to systems and data. We will continue to assess new technology to evaluate its ability to provide additional protection for your personal information.

Right to Change Internet Privacy Statement

We may amend this privacy policy from time to time. Changes will be effective immediately upon posting to our Site.

Your Rights

Under the GDPR, you have the following rights:

1. The right to be informed about our collection and use of your personal data.

2. The right to access the personal data we hold about you – you have the right to obtain confirmation as to whether we process personal data about you and certain information about how and why we process your personal data.

3. The right to have your personal data amended or rectified if any of your personal data held by us is inaccurate or incomplete.

4. The right to erasure (also known as the right to be forgotten), i.e. the right to ask us to delete or otherwise dispose of any of your personal data that we have (not withstanding any regulatory obligation for record keeping).

5. The right to restrict the processing of your personal data.

6. The right to object to us using your personal data for a particular purpose or purposes.

7. The right to data portability. This means that, if you have provided personal data to us directly, we are using it with your consent or for the performance of a contract or the provision of services, and that data is processed using automated means, you can ask us for a copy of that personal data to re-use with another service or business

8. We do not use your personal data for automated decision-making and profiling.

9. Individuals have the right to raise a complaint with the UK Supervisory Authority for data protection (Information Commissioners Office)