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Ordinance On The Remuneration Policy And Disclosure Obligations On The Remuneration For Managers Of Alternative Investment Funds, Etc.

Original Language Title: Bekendtgørelse om lønpolitik og oplysningsforpligtelser om aflønning for forvaltere af alternative investeringsfonde m.v.

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Publication of wage policy and information-provision for remuneration for alternative investment fund managers and so on. 1)

In accordance with section 20 (2), 11 and 12, section 22, paragraph. 4, and section 190 (4). Amendment No 4. 598 of 12. June 2013 on alternative investment fund managers and so on, as amended by law no. 268 of 25. March 2014 :

Scope and definitions

§ 1. This notice shall apply to the management of alternative investment funds, cf. Section 3, paragraph 3. 1, no. The third in law on alternative investment fund managers, and so on, is to be referred to as 'steward'.

§ 2. The provisions of this notice on wage policy and the provision of information relating to remuneration shall apply to the management policy of the manager, relating to members of the management and other staff whose activities have a significant effect on the manager ' s management ; risk-profile or risk profile for the managed alternative investment funds, cf. paragraph Two and three.

Paragraph 2. The executive agency shall be responsible for ensuring that the staff whose activities affect the risk profile of the manager or on the risk profile of the alternative investment fund managed and which are thus covered by paragraph shall be subject to the risk. 1, will be designated.

Paragraph 3. In the case of staff whose activities affect the risk profile of the manager or on the risk profile of the managed alternative investment funds, the following shall be taken as a starting point ;

1) persons who, together with the Governing Board, participate in the management of the manager, including, for example, partners ;

2) management of the part of the organisation involved in the portfolio of portfolios, including those with significant decision-making powers over the acquisition and dismisconduct of alternative investment funds managed by the managed alternative investment fund ;

3) management of the part of the organisation which invests the manager's or the alternative investment fund managed its own resources,

4) employees who, through financial instruments, may take a significant risk to the manager's or managed investment funds on behalf of their own resources ;

5) management of the part of the organisation responsible for monitoring compliance with risk-taking ; and

6) other servants who may carry out the administrative or managed alternative investment funds substantially credit risks.

Paragraph 4. sections 4 and 11 shall apply in relation to the staff involved in the control functions and audits, including those involved in compliance with the compliance and internal audit.

§ 3. The wage policy of the Management Committee shall be required for the persons referred to in section 2 (2). 1, live up to the requirements set out in section 8-15. Section 8-15, for non-contracting persons covered by § 2, shall apply only to pension and bonus schemes and other non-wage agreements to the extent that such schemes are not provided for by agreement.

Salary policy

§ 4. The executive body shall determine the management policy of the manager, including the pension policies and guidelines on the allocation of severance payments, in respect of the persons referred to in section 2, and shall be responsible for its implementation. The determined wage policy must be approved by the executive body of the manager, cf. Section 22 (2). 1, in the law on alternative investment fund managers, etc.

§ 5. The senior executive body must review the wage policy at regular intervals and at least once a year in order to adapt the wage policy to the manager's development.

§ 6. The executive executive must ensure that a check is carried out at least once a year on whether the wage policy is being complied with. The executive body shall lay down the guidelines for the control, and the result must be reported to the executive executive.

Paragraph 2. The executive body shall conduct checks on the management of the part of the organisation responsible for veritable risk-taking control and management of the part of the organisation, which, incidentally, checks and audits ; including the management of the compliance function and the internal audit manager. If the manager has set up a remuneration committee pursuant to section 21 (2), The Committee shall carry out such checks on the rule of law on alternative investment funds and so on.

§ 7. The staff involved in the preparation of wage policy and the control of compliance with it must be in possession of the necessary expertise and must, taking into account the size of the manager, the internal organisation, the extent and, the complexity of the activities of the manager, be independent of the departments in the manager, as they control.

§ 8. Salary policy must, taking into account the size and organisation of the manager, as well as the extent and complexity of the manager's activities, shall be drawn up in accordance with section 9-15 and

1) be in keeping with and promote a healthy and effective risk management, which does not encourage excessive risk-taking ;

2) be in accordance with the manager's business strategy, values and long-term objectives, including a sustainable business model,

3) harmonize with the principles of the protection of customers and investors and include measures to prevent conflicts of interest ; and

4) ensure that the overall variable salary that the Caretaker undertakes to pay out shall not be used as a means of strengthening its capital base.

Paragraph 2. For the persons referred to in section 2 (2), 1 who earl a variable salary, cf. Section 3, paragraph 3. 1, no. 47, in the law of alternative investment funds, etc., of a maximum of 100 000 DKK in the event of a year, management, if it is justifiable, can assess the fact that the requirements of section 20 (2) may be exempted from the requirements of section 20. 2, no. 4 and 5, and paragraph 1. 4, in the case of alternative investment fund managers, etc. The valet shall demonstrate, at the request of the Financial Regulation, of the reasons for the exception of the variable salary part of one or more of the requirements of section 20 (2). 2, no. 4 and 5, and paragraph 1. 4, in the law of alternative investment fund managers, and so on, as well as the sound of it, cf. 1. Act.

Variable salary

§ 9. If the manager assigns the persons referred to in section 2 (2), 1, variable paycheck, cf. Section 3, paragraph 3. 1, no. 47, in the law of alternative investment funds, and so on, wage policy must ensure an appropriate balance between fixed and variable pay parts, including ensuring that :

1) within the framework of section 20 (1). 2, no. 1-3, and paragraph 1. 10, in the law of alternative investment fund managers, etcetera, a ceiling shall be set for the variable salary, and

2) the flat-rate salary is a sufficiently high rate of the overall salary so that the farmer can have a flexible policy on farming.

Paragraph 2. The appropriate balance between fixed and variable pay parts of paragraph 1. 1 may vary according to the operation of the recipient and the manager of the administration.

Paragraph 3. In the case of paragraph 5, the author shall have the same paragraph. 1 ensure that wage policy takes a position on the restrictions on the use of a variable-wage rate resulting from Section 20 of the alternative investment fund managers and so on.

§ 10. A variable salary part that is dependent shall be fixed in accordance with section 20 (3). 8, 2. pkt;, in the law of alternative investment funds, and so on.

Paragraph 2. The result measurement taken to account for the variable payroll in accordance with paragraph 1. 1, reflect the current and future risks associated with the relevant results and any capital costs and liquidity required to obtain the results.

Paragraph 3. For the assessment of the results of the individual recipient (s). 1 shall be taken into account both economic and non-economic criteria. The non-economic criteria shall include, inter alia, compliance with internal rules and procedures, as well as compliance with the manager's guidelines and business practices for the relationship with customers and investors.

Compensation of employees in special functions

§ 11. Where the remuneration of an employee involved in the managing control functions contains a variable salary, the variable salary must not be dependent on the outcome of the department to which the employee is supervising.

Delegation

§ 12. In the event of a delegation of activities relating to portfolio management and risk management, in accordance with Chapter 7 of the Act on alternative investment fund managers, etc. the Caretaker shall ensure :

1) that the company delegated is subject to wage rules equivalent to section 20-22 of the law on alternative investment fund managers and so on, or

2) that, in order to prevent the circumvention of remuneration rules, appropriate contractual obligations with the undertaking delegated to the remuneration of its members of management and other servants whose activities are essential ; influence on the risk profile of the manager or on the risk profile of alternative investment funds managed by the man-managing manager.

Pension and Special allowances

§ 13. If the manager assigns pension provision to the persons referred to in section 2 (2), 1, which may be treated as a variable salary, the pension policy of the manager shall be in accordance with the requirements of Article 20 (2). 7, in the law of alternative investment fund managers and so on.

§ 14. Section 20 (2). 1-8 and 10, in the law on alternative investment fund managers, etc. shall not apply to agreements on severance payments which meet the following conditions :

1) The agreement on severance payments has been entered into in relation to the occupation of the position.

2) The agreed severance allowance is not dependent on results obtained by the performance of the job.

3) The agreed severance allowance must be at the time of deduction of the maximum amount equal to the total remuneration of the last two years, including pensions.

Paragraph 2. Section 20 (2). 1-8 and 10, in the law of alternative investment fund managers, etc. shall not apply to agreements on severance payments made in relation to deduction, for the part of the deduction that does not exceed a value equal to that : for a year of total remuneration including pensions.

Paragraph 3. Termination allowances which are not covered by paragraph 1. 1 and 2 shall reflect the results obtained by the achievement of the post over a period and shall not be rewarded in the absence of any unrewarded results or misdemeanings.

Paragraph 4. Paragraph 1-3 shall apply only to severance payments which cannot be deducled by law or by agreement.

§ 15. Section 20 (2). 1-8 and 10, in the law of alternative investment fund managers, etc. shall not apply to contracts for new hire compensation which satisfies the following conditions :

1) The agreement on repayment is made in relation to the occupation of the position.

2) The contracted new hire compensation is limited to the first employment year.

3) The valet has a sound and solid capital base at the time of the award of the new hire compensation.

Paragraph 2. Paragraph 1 shall apply only to new hire allowances which cannot be deducled by law or by agreement.

§ 16. Payload packages associated with compensation or free purchases from other contracts relating to previous employment shall be adjusted to the longer term ' s interests, including the requirements for the payment of variable pay, cf. Section 20 (2). 1-8 and 10, in the law of alternative investment fund managers and so on.

Information for Caretaker's employees

§ 17. The persons referred to in section 2 shall at any time be given the opportunity to be familiar with the most recently updated wage policy and other documents describing the determination of their remuneration and the evaluation of their performance.

Information Responsibilities

§ 18. The valet shall observe the information commitments relating to compensation as regulated in section 61 (1). 3, no. Amendments Nos 5 and 6, in the law on alternative investment funds and so on, and Article 107 of the Commission ' s delegated Regulation, no. 2013 /231/EU of 19. December 2012 on the development of the European Parliament and Council Directive 2011 /61/EC in the case of derogations, general conditions for operation, depositaries, leverage, transparency and supervision.

Penalty provisions

§ 19. The withdrawal of section 2 (2). 2, sections 4 and 5, section 6 (4). Paragraph 1 and paragraph 1. TWO, ONE. pkt., section 8 (4). TWO, TWO. pkt., section 9, paragraph. One and three, and section 10-17 is punished by fine.

Paragraph 2. Companies can be imposed on companies, etc. (legal persons) punishable by the rules of the penal code 5. Chapter.

Entry into force

20. The announcement shall enter into force on the 31. March, 2014, see. however, paragraph 1 3. section 15-16 shall apply to contracts concluded or renegotiated, or renewed or renewed following the entry into force of the notice.

Paragraph 2. At the same time, notice No 929 of 2nd. July 2013 on wage policy as well as information obligations on remuneration for alternative investment fund managers and so on.

Paragraph 3. § 4, 2. .., in this notice, the effect of each manager of the former general assembly or equivalent shall take place at the time when the administration has been authorised or registered as steward.

Financial supervision, the 27th. March 2014

Ulrik Nutgaard

/ Stig Nielsen

Official notes

1) The announcement contains provisions which implement parts of the European Parliament and Council Directive 2011 /61/EU of 8. June 2011 on alternative investment fund managers and amending Directive 2003 /41/EC and 2009 /65/EC, as well as Regulation (EC) No (EC) No, 1060/2009 and (EU) No 1095/2010, EU-10 2011, nr. L174, page one.