DPAM HORIZON B SA Prospectus August 2021
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DPAM HORIZON B SA Prospectus August 2021 SICAV with an umbrella structure (multiple sub-funds) under Belgian law opting for investments meeting the conditions of Directive 2009/65/EC Appendices attached to this prospectus: q Articles of Association q Periodic reports
DPAM HORIZON B SA TABLE OF CONTENTS PREAMBLE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 PRESENTATION OF THE SICAV . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 INFORMATION ON THE RISK PROFILE AND THE INTEGRATION OF SUSTAINABILITY RISKS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 INFORMATION ON THE INVESTMENT OBJECTIVE AND POLICY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 INFORMATION ABOUT THE SHARES AND THEIR TRADING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 FEES AND CHARGES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B BALANCED GROWTH . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B BALANCED FLEXIBLE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B BONDS GLOBAL INFLATION LINKED . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B BONDS EUR QUALITY SHORT TERM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B DEFENSIVE STRATEGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B BALANCED LOW STRATEGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B BALANCED STRATEGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B ACTIVE STRATEGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52 INFORMATION ABOUT THE SUB-FUND DPAM HORIZON B GLOBAL DIVERSIFIED WORLD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 ADDITIONAL INFORMATION FOR INVESTORS IN THE FEDERAL REPUBLIC OF GERMANY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 58 DPAM HORIZON B SA 2 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA PREAMBLE Restrictions on subscription and transfer of These restrictions apply without prejudice to other shares restrictions, including in particular those arising from legal and/or regulatory requirements associated with the General implementation of FATCA (as defined hereunder). Investors This Prospectus does not constitute an offer or solicitation are urged to read attentively the sections "Application of in any country in which such offer or solicitation is not FATCA in Belgium" and "Restrictions on subscription to lawful, or in which the person making such offer or and holding of shares" before subscribing to shares of the solicitation is not authorized to do so. SICAV. Potential subscribers should consult their legal, tax or other professional adviser before deciding to subscribe to or acquire shares in the SICAV. United States and U.S. Persons The shares of the SICAV have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any other similar law promulgated by the United States including any state or other political subdivision of the United States or its territories, possessions or other regions subject to United States jurisdiction (hereinafter referred to collectively under the term "United States"). Furthermore, the SICAV has not been and will not be registered in accordance with the requirements of the U.S. Investment Company Act of 1940. Consequently, the shares of the SICAV may not be offered, sold or assigned in the United States or to U.S. Persons as defined by Regulation S. For the purposes of this prospectus, the term "U.S. Resident as defined by Regulation S" shall be understood to comprise the persons referred to in Regulation S of the Securities Act, and refers in particular to any natural person resident in the United States, and any legal person (partnership, joint stock company, limited liability company or any similar entity) or any other entity incorporated or organized under the laws of the United States (including any estate or trust of such a person created in the United States or organized under the laws of the United States or any investor acting on behalf of such persons). Investors are obliged to inform the SICAV immediately if they are or if they become U.S. Residents as defined by Regulation S. If the SICAV learns that an investor is a U.S. Resident as defined by Regulation S, the SICAV shall be entitled to carry out the forced reimbursement of the shares concerned in accordance with the provisions of the Articles of Association and of this prospectus. DPAM HORIZON B SA 3 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA PRESENTATION OF THE SICAV Name: DPAM HORIZON B Share classes: Legal form: Société anonyme (public limited company) Class A: distribution shares offered to the public. Formation date: 22 December 1998 Class V: distribution shares which differ from class A shares due to Term: indefinite the fact that (i) at the discretion of the management company they may be offered to distributors and Registered office: Rue Guimard 18, 1040 Brussels platforms in the United Kingdom, Switzerland and Status: European Union Member States, excluding Bank Degroof public SICAV (société d'investissement à capital variable or Petercam Belgium and Bank Degroof Petercam open-ended collective investment company) with multiple Luxembourg, (ii) they may be offered by distributors and sub-funds having opted for investments meeting the platforms that have entered into separate remuneration conditions of Directive 2009/65/EC and governed, as agreements with their customers that are not subject to regards its operation and investments, by the law of 3 any rebate, and (iii) they are not subject to a rebate on August 2012 on Undertakings for Collective Investment management fees. meeting the conditions of Directive 2009/65/EC and credit Class V EUR HEDGED: institutions issuing covered bonds (hereinafter the Law of distribution shares which differ from class V shares due to 2012) and by the Royal Decree of 12 November 2012 on the fact that the exchange risk against the euro is hedged. Undertakings for Collective Investment meeting the The manager must take measures to systematically hedge conditions of Directive 2009/65/EC (hereinafter the Royal the exchange risk in relation to the sub-fund's reference Decree of 2012). currency within a tolerance threshold defined in the List of sub-funds marketed by the SICAV (launch information on the sub-fund. Investors are advised that carrying out an exchange risk hedging policy may result in date): additional costs as mentioned in the information on the DPAM HORIZON B Balanced Growth (30/07/1999) sub-fund. DPAM HORIZON B Balanced Flexible (07/04/2003) Class E: DPAM HORIZON B Bonds Global Inflation Linked (17/09/ 2009) distribution shares which differ from class A shares due to the fact that (i) they are reserved for eligible investors 1 DPAM HORIZON B Bonds EUR Quality Short Term (01/02/ acting on their own account, (ii) they have a minimum 2011) initial subscription amount, (iii) a different management DPAM HORIZON B Defensive Strategy (02/11/2011) fee and (iv) a different annual tax. DPAM HORIZON B Balanced Strategy (02/11/2011) Class A EUR HEDGED: DPAM HORIZON B Active Strategy (02/11/2011) distribution shares which differ from class A shares due to DPAM HORIZON B Balanced Low Strategy (31/03/2014) the fact that the exchange risk against the euro is hedged. DPAM HORIZON B Global Diversified World (15/12/2015) The manager must take measures to systematically hedge the exchange risk in relation to the sub-fund's reference Types of shares: currency within a tolerance threshold defined in the Category «A»: distribution shares.. information on the sub-fund. Investors are advised that Category «B»: capitalisation shares. carrying out an exchange risk hedging policy may result in additional costs as mentioned in the information on the sub-fund. 1 "eligible investors" are investors, within the meaning of Article 5 of the Law of 3 August 2012, namely the corporate customers referred to in Appendix A of the Royal Decree of 3 June 2007 on the rules transposing the Directive on markets in financial instruments (MiFID), as well as eligible counterparties within the meaning of Article 3, §1 of the above-mentioned Royal Decree of 3 June 2007 and legal entities which are not considered corporate investors and which have asked to be entered in the FSMA register of eligible investors. The natural person, also the legal person that are not part of the definition eligible investors as mentioned above, have no access to this share class, also if the subscription are made in the context of a discretionary mandate. DPAM HORIZON B SA 4 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA Class E EUR HEDGED: remuneration agreements with their customers that are distribution shares which differ from class E shares in that not subject to any rebate and (iii) they are not subject to the exchange risk against the euro is hedged. The manager a rebate on management fees. must take measures to systematically hedge the exchange Class W EUR HEDGED: risk in relation to the sub-fund's reference currency within capitalisation shares which differ from class W shares in a tolerance threshold defined in the information on the that the exchange risk against the euro is hedged. The sub-fund. Investors are advised that carrying out an manager must take measures to systematically hedge the exchange risk hedging policy may result in additional costs exchange risk in relation to the sub-fund's reference as mentioned in the information on the sub-fund. currency within a tolerance threshold defined in the Class M: information on the sub-fund. Investors are advised that distribution shares which differ from class A shares due to carrying out an exchange risk hedging policy may result in the fact that they (i) are reserved for investors currently additional costs as mentioned in the information on the holding one or more discretionary management mandates sub-fund. with one or more Degroof Petercam Group companies, (ii) Class F: they are reserved for the account(s) to which these capitalisation shares which differ from class B shares due discretionary management mandates apply, (iii) they are to the fact that (i) they are reserved for eligible investors reserved for all-in mandates and due to the fact that (iv) acting on their own account (ii) they require a minimum they have a different management fee. In this context, "all initial subscription, (iii) they have a different management in" includes at least the management fees and custody fee and (iv) a different annual tax. fees charged on the account (s) to which these "all in" discretionary management mandates apply. Class F LC: Class M EUR HEDGED: capitalisation shares which differ from class F shares due to the fact that (i) they are reserved for investors affected, distribution shares which differ from class M shares due to directly or indirectly, by one or more current “Services the fact that the exchange risk against the euro is hedged. Agreement Life Cycle” contracts with Degroof Petercam The manager must take measures to systematically hedge Asset Management, (ii) they have no minimum initial the exchange risk in relation to the sub-fund's reference subscription amount and (iii) that they have a different currency within a tolerance threshold defined in the management fee. information on the sub-fund. Investors are advised that carrying out an exchange risk hedging policy may result in Class B EUR HEDGED: additional costs as mentioned in the information on the capitalisation shares which differ from class B shares due sub-fund. to the fact that the exchange risk against the euro is hedged. Class B: capitalisation shares offered to the public. The manager must take measures to systematically hedge Class B LC: the exchange risk in relation to the sub-fund's reference capitalisation shares which differ from class B shares due currency within a tolerance threshold defined in the to the fact that (i) they are reserved for investors affected, information on the sub-fund. Investors are advised that directly or indirectly, by one or more current “Services carrying out an exchange risk hedging policy may result in Agreement Life Cycle” contracts with Degroof Petercam additional costs as mentioned in the information on the Asset Management, and (ii) that they have a different sub-fund. management fee. Class F EUR HEDGED: Class W: capitalisation shares which differ from class F shares in capitalisation shares which differ from class B shares in that the exchange risk against the euro is hedged. The that (i) at the discretion of the management company they manager must take measures to systematically hedge the may be offered to distributors and platforms in the United exchange risk in relation to the sub-fund's reference Kingdom, Switzerland and European Union Member States, currency within a tolerance threshold defined in the excluding Banque Degroof Petercam Belgium and Banque information on the sub-fund. Investors are advised that Degroof Petercam Luxembourg, (ii) they may be offered by carrying out an exchange risk hedging policy may result in distributors and platforms which have separate additional costs as mentioned in the information on the sub-fund. DPAM HORIZON B SA 5 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA Class J: reserved for investors currently holding one or more capitalisation shares which differ from shares of class F discretionary management mandates with Degroof due to the fact that (i) they are reserved for investors for Petercam Asset Management and (iv) they are reserved for which there are currently one or more discretionary the account(s) to which these discretionary management management mandates with one or several companies of mandates apply. the Degroof Petercam Group, (ii) they are reserved for Class P EUR HEDGED: accounts to which these discretionary management capitalisation shares which differ from class P shares due mandates apply, (iii) that they have no minimum to the fact that the exchange risk against the euro is subscription amount and in that (iv) they have a different hedged. management fee. The manager must take measures to systematically hedge Class J EUR HEDGED: the exchange risk in relation to the sub-fund's reference capitalisation shares which differ from class J shares due currency within a tolerance threshold defined in the to the fact that the exchange risk against the euro is information on the sub-fund. Investors are advised that hedged. carrying out an exchange risk hedging policy may result in The manager must take measures to systematically hedge additional costs as mentioned in the information on the the exchange risk in relation to the sub-fund's reference sub-fund. currency within a tolerance threshold defined in the information on the sub-fund. Investors are advised that Minimum initial subscription per sub-fund: carrying out an exchange risk hedging policy may result in Class E, F, E EUR HEDGED, F EUR HEDGED: € 25,000.00. additional costs as mentioned in the information on the Minimum holding for all classes: one share sub-fund. The financial service has a system in place to permanently Class N: check that people who have subscribed to shares in a share class benefiting, with regard to one or more points, capitalisation shares which differ from class B shares due from more advantageous arrangements, or people who to the fact that (i) they are reserved for investors having have acquired such shares, meet the stated criteria. one or more current discretionary management mandates with one or more companies belonging to Degroof Board of Directors of the SICAV: Petercam Group, and (ii) they are reserved to the account (s) to which these discretionary management mandates Chairman: apply, and (iii) they are reserved for all-in mandates and in q Mr Yvon LAURET, Independent director of the SICAV, that (iv) they have a different management fee. In this Associé de Adeis (Luxembourg) SA context, "all in" includes at least the management fees and Board Members: custody fees charged on the account (s) to which these "all in" discretionary management mandates apply. q Mr Philippe DENEF, Head of Quantitative Equity & Asymmetric Asset Management, Member of the Class N EUR HEDGED: Executive Committee of Degroof Petercam Asset capitalisation shares which differ from class N shares due Management SA to the fact that the exchange risk against the euro is q Mr Jeroen SIONCKE, Chief Risk Officer, Member of the hedged. Executive Committee of Degroof Petercam Asset The manager must take measures to systematically hedge Management SA the exchange risk in relation to the sub-fund's reference q Ms Caroline TUBEUF, Head of Legal & General currency within a tolerance threshold defined in the Secretary Degroof Petercam Asset Management SA information on the sub-fund. Investors are advised that q Mr Tomás MURILLO, Member of the Management carrying out an exchange risk hedging policy may result in Committee of Degroof Petercam Asset Management additional costs as mentioned in the information on the SA sub-fund. Class P: capitalisation shares which differ from class F shares due to the absence of (i) a management fee and (ii) a minimum initial subscription and in that (iii) they are DPAM HORIZON B SA 6 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA Individuals responsible for effective q Mr Johan VAN GEETERUYEN, Head of Conviction management: Global Balanced Funds, Member of the Management q Mr Philippe DENEF, Head of Quantitative Equity & Board Asymmetric Asset Management, Member of the q Mr Yves CEELEN, Head of Institutional Portfolio Executive Committee of Degroof Petercam Asset Management, Member of the Management Board Management SA, director in various mutual funds. q Mr Jeroen SIONCKE, Chief Risk Officer, Member of the q Mr Jeroen SIONCKE, Chief Risk Officer, Member of the Management Board Executive Committee of Degroof Petercam Asset Composition of the Management Committee of the Management SA, director in various mutual funds. Management Company: Management company: q Mr Hugo LASAT, Chairman of the Management Board The SICAV which has appointed a Management Company q Mr Peter DE COENSEL of undertakings for collective investment: q Mr Philippe DENEF Degroof Petercam Asset Management SA with the q Mr Tomás MURILLO abbreviation Degroof Petercam AM or DPAM (hereinafter q Mr Johan VAN GEETERUYEN DPAM) q Mr Yves CEELEN Registered office: Rue Guimard 18, 1040 Brussels q Mr Jeroen SIONCKE Formation: 29 December 2006 Auditors to the Management Company: Term: unlimited PwC Reviseurs d’Entreprises, SRL, represented by Mr Damien WALGRAVE, Woluwedal 18, 1932 Zaventem. Composition of the Board of Directors of the Management Company: Subscribed capital of the Management Company: € q Chairman: 52,539,353.14 q Mr Bruno COLMANT, non-executive Director, CEO of Paid-capital of the Management Company: € Banque Degroof Petercam SA 52,539,353.14 q Members: Other undertakings for collective investment for which q Mr François WOHRER, non-executive Director, Head of the management company is appointed: Investment Banking, Financial Markets DPAM INVEST B SA q Mr Jean-Baptiste DOUVILLE de FRANSSU, non- OMEGA PRESERVATION FUND SA executive Director ERGO FUND, public common fund q Mr Laurent DE MEYERE, non-executive Director (UCITS DPAM CAPITAL B SA V) DPAM DBI-RDT B SA q Mrs. Véronique JEANNOT, Director-General Banque Degroof Petercam France Delegation of the management of the SICAV: q Mr. Jean-Michel LOEHR, Independent Director (UCITS DEGROOF PETERCAM ASSET SERVICES S.A. - 12, rue V) Eugène Ruppert at L-2453 Luxembourg. q Mr Hugo LASAT, Chairman of the Management Board and CEO Financial Service(s): BANQUE DEGROOF PETERCAM SA, Rue de l’Industrie 44, q Mr Peter DE COENSEL, Head of Fixed Income 1040 Brussels Management, Member of the Management Board q Mr Philippe DENEF, Head of Quantitative Equity & Distributor: Asymmetric Asset Management, Member of the DPAM, Rue Guimard 18, 1040 Brussels. Management Board q Mr Tomás MURILLO, Head of Institutional Sales and Custodian of the SICAV: Distribution International, Member of the Banque Degroof Petercam Luxembourg S.A, Belgian Management Board branch, a credit institution under Luxembourg law with registered office at 12 rue Eugène Ruppert L-2453 DPAM HORIZON B SA 7 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA Luxembourg, Grand-Duché de Luxembourg acting through Finally, the Custodian shall ensure that the SICAV's cash its Belgian branch (located at Rue Guimard 19, 1040 flows are properly monitored and, more specifically, that Brussels) (the "Custodian") has been appointed as the all payments made by or on behalf of participants in the custodian of the SICAV under the terms of a written subscription for units of the SICAV have been received and agreement (the "Custodian Agreement"). that all cash held by the SICAV has been booked to a cash The Custodian fulfils the obligations and duties set out account in accordance with the legal provisions. under the applicable laws and regulations and, in The Custodian must act honestly, fairly, professionally, particular, the tasks stipulated in the Law of 2012. independently and solely in the interest of the SICAV and In particular, the Custodian is responsible for the of the shareholders of the SICAV. safekeeping of the SICAV's assets in accordance with The Custodian shall not carry out activities with regard to applicable legal and regulatory provisions. The Custodian the SICAV or the management company acting on behalf may entrust all or part of the assets of the SICAV that it of the SICAV that may create conflicts of interest between holds in custody to sub-custodians as may be determined the SICAV, the shareholders, the management company by the Custodian from time to time. and itself. An interest is a source of incentive of any In addition, the Custodian nature whatsoever and a conflict of interest is a situation in which the Custodian’s interests, when carrying out its i) ensures that the assets in its custody correspond to activities, are not in line with those of the SICAV, the the assets specified in the SICAV's accounts; shareholders and/or the management company. ii) ensures that the number of units in circulation The Custodian may provide a number of banking services specified in its account corresponds to the number of for the SICAV, either directly or indirectly, in addition to its units in circulation specified in the SICAV's accounts; custodian services, in the strict meaning of the term. iii) ensures that the sale, issue, repurchase, redemption, The provision of additional services, and capital links and cancellation of the SICAV's units are carried out in between the Custodian and some of the SICAV’s partners, accordance with the applicable legal and regulatory may lead to conflicts of interest between the SICAV and provisions, the Articles of Association and prospectus the Custodian. of the SICAV; Situations that may potentially lead to conflicts of interest iv) ensures that the net asset value of the SICAV's units is for the Custodian in the exercise of its activities include calculated in accordance with applicable legal and the following: regulatory provisions, the Articles of Association and the prospectus; – if the Custodian is likely to make a financial gain or avoid a financial loss at the expense of the SICAV; v) ensures that the investment limits set by applicable legal and regulatory provisions, the Articles of – if the Custodian’s interest in exercising its activities is Association and the prospectus of the SICAV are not in line with the interest of the SICAV; respected; – if the Custodian, motivated by financial or other vi) carries out the instructions of the SICAV or the reasons, puts a client’s interests before those of the Management Company unless they conflict with the SICAV; applicable legal and regulatory provisions, the Articles – if the Custodian receives or will receive a benefit for of Association or the prospectus of the SICAV; exercising its activities, in addition to its normal fees, vii) for transactions involving the SICAV's assets, ensures from a counterparty other than the SICAV; that the proceeds are sent to it within the normal – if the Custodian and the management company are time frames; directly or indirectly linked to Banque Degroof viii) ensures that rules on fees and expenses as set by Petercam Luxembourg S.A. and if certain employees of applicable legal and regulatory provisions, the Articles Banque Degroof Petercam Luxembourg S.A. are of Association and the prospectus of the SICAV are members of the Board of Directors of the respected; management company; ix) ensures that the SICAV's income is allocated in – if the Custodian employs delegates and sub-delegates accordance with the applicable legal and regulatory to perform its duties; provisions, the Articles of Association and prospectus – if the Custodian provides a number of banking services of the SICAV. for the SICAV in addition to its custodian services. DPAM HORIZON B SA 8 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA The Custodian may exercise this type of activity provided Auditor of the SICAV: that it has separated, according to function and hierarchy, PwC Reviseurs d'Entreprises, SRL, with registered office at its custodian duties and its other tasks that could give rise Woluwedal 18, 1932 Sint-Stevens-Woluwe, represented by to a potential conflict of interests and if the potential Mr Brieuc LEFRANCQ, independent auditor. conflicts of interest have been duly detected, managed, The auditor’s responsibilities include the examination of monitored and notified to the SICAV’s shareholders. accounting data contained in the SICAV's annual report. The Custodian has implemented procedures and measures on conflicts of interest to mitigate, identify, prevent and Financial Group promoter of the SICAV: ease potential conflicts of interest, to ensure, in particular, Degroof Petercam. that in the event of a conflict of interest, the Custodian’s interest is not unjustly favoured. Remuneration policy: To that end: The remuneration policy has been established by DPAM in accordance with the requirements of the rules on – employees of Banque Degroof Petercam Luxembourg remuneration policy in AIF and UCITS management S.A. who are members of the Board of Directors of the companies. Since DPAM is a subsidiary of a credit SICAV shall not participate in the management of the institution providing investment services, the remuneration SICAV. This duty shall continue to be the responsibility policy also takes into account certain rules and regulations of the management company, which will either applicable to its parent company. perform or delegate the task, in accordance with its own procedures and code of conduct; The remuneration policy may be summarised as follows: – no employee of Banque Degroof Petercam q The remuneration policy promotes sound and effective Luxembourg S.A. performing or participating in risk management and does not encourage risk-taking safekeeping, surveillance and/or monitoring of cash that exceeds the level of risk tolerated by DPAM and flow duties may be a member of the Board of which is inconsistent with the risk profiles or the Directors of the SICAV. instruments constituting the AIFs and UCITS managed by DPAM; The current list of sub-custodians and other delegates used by the Custodian is available at www.dpamfunds.com q In particular, the remuneration policy promotes sound (‘Regulatory information’ tab). and effective risk management with regard to sustainability risks, while the remuneration structure The Custodian shall manage any conflicts of interest that does not encourage excessive risk-taking; may arise with its sub-delegates. The Custodian has not observed any conflicts of interest with its sub-delegates to q The remuneration policy is in line with the economic date. strategy, objectives, values and interests of the If a potential conflict of interest arises with the Custodian, Management Company, SICAV and investors and despite the measures put in place to mitigate, identify, incorporates measures to avoid conflicts of interest; prevent and ease them, the Custodian must comply with q The remuneration policy within the Degroof Petercam its legal and contractual obligations to the SICAV at all Group and its subsidiaries promotes equal treatment times. of remuneration packages and other benefits granted If a conflict of interest is likely to have a significant to staff members based on the functions and adverse effect on the SICAV or the shareholders of the responsibilities assumed, as well as a balance in line SICAV and cannot be resolved, the Custodian shall duly with market practices between fixed and variable inform the SICAV, which will take appropriate action. remuneration based on performance objectives. The remuneration package is composed of a fixed salary, Updated information relating to the Custodian, its tasks, mainly based on skills and experience, a group any conflicts of interest, any delegated custodial duties, as insurance plan or a supplementary pension and well as the list of delegates and sub-delegates and the variable remuneration; identification of conflicts of interest that may arise from such delegation, can be obtained at the shareholders' q A performance assessment is carried out based on request. financial and nonfinancial, individual and collective criteria as part of the annual Individual Appraisal The remuneration of the Custodian with respect to the process (Performance Management Cycle) different sub-funds of the SICAV is described in the implemented within the Group by the GHR (Human appendices detailing the sub-funds. Resources Department of Bank Degroof Petercam); the DPAM HORIZON B SA 9 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA remuneration policy implemented by DPAM includes Person(s) bearing the costs in the situations appropriate qualitative criteria that seek to align the described in articles 115, §3, paragraphs 3, 149, risks and interests of employees with those of the investment funds (UCITS and AIF) they manage, of the 152, 156, 157 §1, paragraphs 3, 165 and 179, investors of those funds and the Management paragraph 3 of the Royal Decree of 2012: Company, and the sound and effective management of The Management Company. sustainability risks in the short, medium and long term. These qualitative criteria include compliance Capital of the SICAV: with internal procedures and regulatory requirements, The share capital is always equal to the net asset value. It equitable treatment of investors and their level of may not be less than € 1,200,000. satisfaction; Accounts and inventories: q The assessment of performance is set in a multi-year Unless otherwise stated in the information for the sub- framework which is adapted to the holding period fund, the accounts and inventories are in euros. recommended to the shareholders of the SICAV, in order that the assessment process is based on longer Valuation procedures applied by the SICAV and term performance of the SICAV and investment risks rules for valuing assets: and that the actual payment of performance-based The Management Company, rather than an external components of remuneration is spread over the same valuation assessor, is responsible for the valuation of the period; SICAV. q The remuneration policy ensures an appropriate The assets of the SICAV are valued in accordance with balance between fixed and variable components of the articles 11 to 14 inclusive of the Royal Decree of 10 total remuneration; the fixed component always November 2006 on the accounting, financial statements represents a sufficiently high proportion of the total and interim reports of certain public undertakings for remuneration; the policy on variable components of collective investment with a variable number of units. the remuneration is flexible enough and makes the non-payment of the variable component possible. The Without setting out the aforementioned articles in full, this determination of the annual variable remuneration for process may be summarised as follows: the identified staff, except for the control functions, Assets traded on an active market not operating with the involves establishing a target bonus expressed as a intervention of third-party financial institutions will be percentage of the fixed salary and is currently based valued on the basis of the closing price. on the following elements: Assets traded on an active market operating with the q Development of the gross operating profit of the intervention of third-party financial institutions will be Degroof Petercam Group; valued on the basis of the current buying price (for assets) q Development of the gross operating profit of and selling price (for liabilities). Institutional Asset Management; In the absence of a buying price, a selling price or a q Individual performance of the person. closing price, the price of the most recent transaction will be used to value the aforementioned assets, provided the q Details of the up-to-date remuneration policy and the economic situation has not changed in any major way composition of the remuneration committee are since this transaction. available at https://www.dpamfunds.com/files/live/ sites/degroofpetercam/files/guide/regulatory_disclo- If the prices on an organised or over-the-counter market sures/FR/FR Remuneration policy.pdf (tab ‘Regulatory are not representative, or if no organised or over-the- information’). counter market exists, the current fair value of similar assets for which an active market exists will be used, A printed copy is available, free-of-charge, on request from provided this fair value is suitable in view of the Degroof Petercam Asset Management SA, Rue Guimard, differences between the similar asset components. If the 18, 1040 Brussels or at the following website: fair value of similar assets does not exist for a given asset, DPAM@degroofpetercam.com. the fair value of the asset in question will be established using other valuation techniques, subject to certain conditions. DPAM HORIZON B SA 10 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA In exceptional cases where the buying and/or selling price Tax regime: is not available for bonds and other debt securities, but a The tax regime described hereunder is linked to the mid-market price is known, the mid-market price will be holding of shares in the SICAV by an investor resident in adjusted using a suitable method to obtain the buying Belgium and to their redemption by the SICAV, excluding and/or selling price to be applied. This last method will be any capital gains realised on a secondary market, since explained in the annual and/or semi-annual report. there is none. Units in undertakings for collective investment with a In respect of the SICAV: variable number of units that are held by the undertaking for collective investment will be valued at their fair value The SICAV benefits from the alternative tax base reserved in accordance with the paragraphs above. By way of to certain investment companies established in Belgium. exception to the aforementioned, the fair value of units in Its corporate income tax expense is therefore negligible or undertakings for collective investment with a variable even non-existent. number of units for which there is neither an organised Belgian-source revenue received by the SICAV is not nor an over-the-counter market will be calculated on the subject to Belgian withholding tax at source, except as basis of the net asset value of these units. regards Belgian dividends, to which a non-attributable and Notwithstanding the method used for accrued interest, non-recoverable withholding tax at source of 30% applies. sight deposits, current account liabilities, short-term Foreign-source revenue received by the SICAV may be receivables and payables, tax credits and tax liabilities and subject to foreign withholding tax at source, the rate of other debts will be valued at their nominal value less the which is generally limited in accordance with double write-downs applied to them and the redemptions that taxation treaties. have occurred in the meantime. The SICAV is also subject to a Subscription Tax applicable In view of the relatively small proportion of term debt depending on the share class: instruments (other than those stated in the previous paragraph) which are not represented by transferable Class A, B, B LC, A EUR Hedged, B EUR 0.0925% 2 securities or negotiable money market instruments, they Hedged, M, N, M EUR Hedged, N EUR will be valued, in terms of the net asset value, at their Hedged, V, W, V EUR Hedged and W EUR nominal value less the write-downs applied to them and Hedged shares the redemptions that have occurred in the meantime, Class E, F, F LC, E EUR Hedged, F EUR 0.01% 2 provided the investment policy of the undertaking for Hedged, P, P EUR Hedged, J, J EUR collective investment is not focused principally on investing Hedged shares its assets in deposits, cash or money market instruments. More information about the procedures and methods used In respect of private individual investors resident in to calculate and value the assets of the SICAV, including Belgium: the assets which are difficult to value, can be obtained from the Management Company. Taxation of dividends Dividends distributed by the SICAV to Belgian private Accounting year end date: individual investors are subject to Belgian withholding tax 31 December (précompte mobilier) at the rate of 30%. Rules regarding the allocation of net income: Taxation of capital gains realised upon redemption of A dividend will, in principle, be paid for distribution shares: shares by the SICAV Either at the decision of the Board of Directors during the Without prejudice to the tax regime explained hereunder, financial year, in the form of an interim dividend; capital gains realised upon redemption of shares in the Or at the decision of the Ordinary General Meeting SICAV or on the total or partial distribution of its assets (liquidation) are not subject to personal income tax if the if the distributable revenues allow it. investor is acting in the "normal management of his private estate.” 2 of the net amounts invested in Belgium. DPAM HORIZON B SA 11 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA Taxation at the rate of 30% of the portion of the capital mobilier) of 30% on the portion of the capital gain gain 3 deriving from accrued interest and capital gains or representing income arising directly or indirectly, losses on the fund's underlying debt securities 4, realised on in the form of interest, capital gains or capital redemption of shares in the SICAV or upon the total or losses, from the return on the fund's underlying partial distribution of the assets of the SICAV (liquidation) debt securities. The tax regime applied depends on whether: Tax on stock exchange transactions a) Acquisition of a share until 31.12.2017 A tax of 1.32% on the sale price is generally applied in the q The sub-fund invests less than 25% of its assets in case of redemption of capitalisation shares by the SICAV, debt securities. The investor will not be taxed on with a maximum of € 4,000 per transaction. income arising directly or indirectly, in the form of interest, capital gains or capital losses, from the As regards an investor which is a Belgian tax resident return on the fund's underlying debt securities; company: q The sub-fund invests more than 25% of its assets Taxation of dividends and capital gains realised upon in debt securities. The investor will be subject to redemption of shares by the SICAV for non-RDT sub-funds Belgian withholding tax (précompte mobilier) of Tax (précompte mobilier) is withheld at 30% on dividends 30% on the portion of the capital gain distributed by the SICAV to corporate investors. However, representing income arising directly or indirectly, in principle this withholding tax is attributable or in the form of interest, capital gains or capital recoverable for the company. losses, from the return on the fund's underlying debt securities; Dividends and capital gains realised on redemption are subject to corporation tax at: q The sub-fund is likely to invest more than 25% of its assets in debt securities. The investor may be – 33.99% (for financial years before tax year 2019) subject to Belgian withholding tax (précompte – 29.58% (for tax year 2019 relating to a taxable period mobilier) of 30% on the portion of the capital gain which begins at the earliest on 1 January 2018). representing income arising directly or indirectly, – 25% (for tax year 2021 relating to a taxable period in the form of interest, capital gains or capital which begins at the earliest on 1 January 2020). losses, from the return on the fund's underlying An investment in capitalisation shares of a SICAV may also debt securities. have consequences for the basis of calculation of b) Acquisition of a share from 01.01.2018 incremental notional interest and entail the loss of the q The sub-fund invests less than 10% of its assets in reduced corporate income tax rate on the first tranche of debt securities. The investor will not be taxed on €100,000. income arising directly or indirectly, in the form of Taxation of dividends and capital gains for sub-funds interest, capital gains or capital losses, from the benefiting from the RDT regime return on the fund's underlying debt securities; q The sub-fund invests more than 10% of its assets Income that comes from dividends which benefit from the RDT regime or capital gains that qualify is exempt to the in debt securities. The investor will be subject to extent of 100% of its amount from Belgian corporate Belgian withholding tax (précompte mobilier) of income tax, without having to meet the conditions of a 30% on the portion of the capital gain minimum 10% holding in the SICAV or a minimum representing income arising directly or indirectly, investment value of €2.5 million and holding in full in the form of interest, capital gains or capital ownership for an uninterrupted period of at least one year losses, from the return on the fund's underlying (Article 202 of the CIR 92 tax code). debt securities; q The sub-fund is likely to invest more than 10% of its assets in debt securities. The investor may be subject to Belgian withholding tax (précompte 3 The taxable base cannot be more than the capital gain realised by the investor on the transaction, it being understood that if the investor has acquired the shares by donation, the value of the share at the time of its acquisition by the donor. 4 This refers to debt claims of every kind, whether or not secured by mortgage and whether or not carrying a right to participate in the debtor's profits, and in particular, income from government securities and from bonds and debentures, including premiums and prizes attaching to such securities, irrespective of their issue date. DPAM HORIZON B SA 12 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA Tax on stock exchange transactions for transmission and automatic exchange of information A tax of 1.32% is generally applied in the case of concerning "Financial Accounts" held with "Belgian redemption of capitalisation shares by the SICAV. The tax is Financial Institutions" by charged on the selling price, with a maximum of €4,000 i) certain U.S. persons, per transaction. ii) certain non-U.S. entities, the beneficial owners of The taxation system for income and capital gains received which are U.S. persons, by individual investors depends on the tax legislation iii) FFIs that do not comply with FATCA or applicable according to the personal situation of each iv) persons refusing to provide documentation or investor and/or the place where the capital is invested. If information concerning their FATCA status. an investor is not sure of his tax situation, it is therefore incumbent on him to seek information from professionals The IGA in force between Belgium and the United States or, if applicable, local organisations. was transposed into Belgian tax law by the law of 16 December 2015. In addition, Guidance Notes relating to Application of FATCA in Belgium: these regulations have been published on the FPS Finance The provisions of the U.S. Foreign Account Tax Compliance website. Act, the U.S. Hiring Incentives to Restore Employment Act The SICAV has the status of deemed compliant FFI as it of 2010 and related regulations and directives, more qualifies as a Sponsored Investment Entity within the generally known under the name "FATCA", have meaning of the IGA. The SICAV has also appointed Bank introduced a new regime of disclosure of information and Degroof Petercam S.A. as a sponsoring entity. As a withholding at source applicable to “Sponsoring Entity”, Bank Degroof Petercam S.A. may i) certain U.S. source payments, i) act on behalf of the SICAV in order to fulfil, where ii) gross proceeds of disposal of assets that might applicable, the SICAV’s registration obligations with the generate U.S. source income in the form of interest or IRS; dividends and ii) fulfil, on behalf of the SICAV, the obligations resulting iii) certain payments made by, and certain financial from the FATCA regulations, including in particular due accounts held with, entities considered as foreign diligence, reporting and withholding tax obligations financial institutions for the purposes of FATCA, each where applicable. of these entities being a Foreign Financial institution Insofar as the SICAV complies with the conditions of the ("FFI"). IGA (in particular those relating to its FATCA status) and FATCA was put in place with a view to putting an end to with the law of 16 December 2015 transposing its non-compliance with U.S. tax laws by U.S. taxpayers obligations into Belgian legislation, no FATCA withholding investing through foreign financial accounts. With a view at source should apply to the payments it receives. to receiving information on financial accounts whose To comply with its obligations in the framework of FATCA, beneficial owners are U.S. taxpayers from FFIs, the FATCA the SICAV may request and obtain certain information, regime applies a 30% withholding at source to certain U.S. documents and attestations from its shareholders and (if source payments to FFIs that do not agree to comply with applicable) their beneficial owners, including any certain disclosure and at-source withholding obligations information relating to their tax status, identity or with regard to their account holders. residence. The non-disclosure of information requested A large number of countries have entered into may lead to intergovernmental agreements transposing FATCA with a i) a liability on the part of the shareholder failing to view to reducing the burden resulting from the obligations provide the information requested ("Recalcitrant of compliance and withholding at source weighing on Shareholder") or possibly on the part of the SICAV, for financial institutions established in these countries. On 23 all resulting U.S. tax withheld at source, April 2014, the United States and Belgium entered into ii) an increase in the SICAV's disclosure obligations or such an Intergovernmental Agreement, hereinafter the iii) a forced redemption or transfer of the shares of the "IGA". Recalcitrant Shareholder. In accordance with the IGA, an entity classified as an FFI, Shareholders will be deemed, by their subscription or resident in Belgium, must make available to the Belgian holding of shares, to have authorised the automatic tax authorities certain information concerning its transmission (by the SICAV or any other person) of this shareholders and the payments it makes. The IGA provides DPAM HORIZON B SA 13 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA information to the tax authorities. Shareholders who do All potential shareholders should consult their own tax not provide the required information or who otherwise advisers regarding the possible impact of FATCA on an prevent the SICAV from fulfilling its disclosure obligations investment in the SICAV. under FATCA may be subject to forced redemption or transfer of their shares, a 30% withholding at source on Automatic exchange of information certain payments and/or other penalties. European Directive 2014/107/EU of 9 December 2014 (the In relation to the foregoing, but without limiting the "Directive") amending Directive 2011/16/EU regarding the information, documents or attestations that the SICAV automatic and mandatory exchange of tax information, requires of a shareholder, each shareholder shall send to along with other international agreements such as those the SICAV made and to be made within the framework of the standard in terms of exchanges of information produced i) if this shareholder is a United States person in the by the OECD (more generally known under the name of meaning of the U.S. Internal Revenue Code of 1986 as "Common Reporting Standards" or "CRS") requires amended (the "IRC"), an IRS Form W-9 or such other participating jurisdictions to obtain information from their form as may replace it, fully and accurately completed financial institutions and to exchange this information with ("W-9") or, effect from 1 January 2016. This Directive was transposed ii) if this shareholder is not a United States Person, an into Belgian law by the Law of 16 December 2015 (“Law IRS Form W-8 fully and accurately completed regulating the communication of information on financial (including Form W-8BEN, Form W-8BEN-E, Form W- accounts by Belgian financial institutions and FPS Finance 8ECI, Form W-8EXP or Form W-8IMY or such forms as in the framework of an automatic exchange of information may replace them, including information concerning at international level and for tax purposes”). the status of the shareholder under Chapter 4 of the Pursuant to the Directive transposed into Belgian law, IRC) ("W-8"), and undertakes to provide the SICAV investment funds, as financial institutions, are required to rapidly with an updated Form W-9 or W-8 as the case collect specific information in order to properly identify may be when a previous version of the form becomes their investors. obsolete or when the SICAV requests it. The Directive also stipulates that investors' personal and Furthermore, each shareholder agrees to inform the financial data 5 are: SICAV immediately in the event of any change in the information provided to the SICAV by the shareholder q of natural or legal persons required to make and to sign and send to the SICAV any form or any other declarations 6 or additional information that the SICAV might reasonably q passive non-financial entities (NFE) 7 which are request. controlled by persons who are required to submit Although the SICAV will strive to preserve its status of declarations 8, deemed-compliant FFI and to comply with all obligations shall be forwarded by the Financial Institution to the incumbent upon it to avoid the application of FATCA relevant local tax Authorities which in turn shall notify this withholding at source, it cannot guarantee that the SICAV information to the tax Authorities in the country or will be able to meet these obligations and that thus it will countries where the Investor resides. not be treated by the United States as a non-compliant FFI If the SICAV shares are held in an account with a financial subject to FATCA withholding at source on payments institution, this organisation entity is responsible for received by the SICAV. The application of FATCA exchanging information. withholding at source to payments made to the SICAV Consequently, the SICAV, whether directly or indirectly (i.e. could appreciably affect the value of the shares held by all through a contact appointed for this purpose): shareholders. 5 Including but not limited to: name, address, country of tax residence, tax identification number, place and date of birth, bank account number, income, value of sales redemption or repayment proceeds, valuation of the "account" at the end of the calendar year or at the end thereof. 6 Natural or legal persons not residing in the country of incorporation of the Fund but residing in a participating country. The list of countries taking part in the automatic exchange of information may be consulted on the http://www.oecd.org/tax/automatic-exchange/ site 7 Non-Financial Organisation Entity, that is an Organisation Entity which is not a Financial Organisation Entity according to the Directive. 8 Natural or legal persons not residing in the country of incorporation of the Fund but residing in a participating country. The list of countries taking part in the automatic exchange of information may be consulted on the http://www.oecd.org/tax/automatic-exchange/ site DPAM HORIZON B SA 14 Prospectus Publication date: 16/08/2021
DPAM HORIZON B SA q may, at any time and for whatever reason, ask for and 1) A securities lending programme has been set up in obtain from each Investor an update of the documents order to increase revenues from the sub-funds of the and information already provided, as well as any other SICAV. document or additional information; In an agreement between J.P. Morgan Bank q is obliged to notify all or part of the information Luxembourg S.A., a public limited company provided by the Investor regarding the investment in incorporated under Luxembourg law, whose registered the SICAV to the relevant local tax Authorities. office is located at 6, Route de Trèves, L-2633 The Investor is informed of the potential risk associated Senningerberg, Grand Duchy of Luxembourg and the with exchanging inaccurate and/or incorrect information if SICAV, JPMORGAN CHASE BANK NATIONAL the information he has provided is no longer accurate or ASSOCIATION has been appointed agent of all sub- complete. In the event of any changes affecting the funds of the SICAV, addressing a sole borrower or information provided, the Investor undertakes to inform several borrowers to whom ownership of the the SICAV (or any other contact appointed for this securities is transferred. purpose), as soon as possible and must issue, if applicable, All securities of the sub-fund may be loaned, provided new certification within 30 days of the event which has the lending does not adversely affect the management rendered the information inexact or incomplete. of the portfolio by the Fund Manager. It is therefore The mechanisms and fields of application of this system of stipulated that the securities that the fund managers exchanging information exchange of information may of the SICAV intend to sell will not be loaned, and that evolve over time. Each Investor is advised to consult his the loaned securities may be recalled if the Fund own tax adviser in order to determine the impact that the Manager intends to realise them. CRS provisions may have on an investment in the SICAV. The borrower's securities lending obligations are secured by financial guarantees in the form of cash Data protection collateral or bonds authorised by the regulations. The In order to comply with its legal and regulatory market value of the collateral in relation to the market obligations, the SICAV processes information relating to value of the loaned assets of the sub-fund must at all certain persons with whom it is required to interact and times exceed the actual value of the securities loaned. which constitute "personal data". The SICAV considers the protection of this data to be an important matter and has In view of the guarantees in place, the risk arising therefore adopted a Personal Data Protection Charter from the securities lending programme is relatively available at the following address www.dpamfunds.com low. ('Regulatory Information' tab). 2) The type of assets that are eligible for the securities The SICAV invites you to read the Charter on the lending programme is limited to shares. The sub-funds Protection of Personal Data carefully. It explains in more to which the securities lending programme applies are detail the context in which the SICAV processes personal listed in the periodic reports of the SICAV. data as well as the rights of the persons with whom it 3) The maximum proportion of assets under interacts (including the right of access, rectification and in management that may be included in the securities certain circumstances, the right to erase data, processing lending programme is limited to 20%.. limitations, data portability and the right to object to 4) The expected proportion of assets under management certain forms of processing) and the SICAV's obligations in that may be included in the securities lending this respect. programme is difficult to determine. Investors may use the figures from last year in the most recent periodic Securities lending program (annual) report of the SICAV. The proportion of assets The following information is sent to investors as part of under management of a sub-fund of the SICAV lent Regulation (EU) 2015/2365 on transparency of securities must not exceed 20%.. financing transactions and of reuse. 5) Criteria used to select counterparties: securities lending counterparties are first selected by the lending agent. After this primary evaluation, the Management Company selects the eligible counterparties. The counterparties are selected on the basis of the internal rating system which takes into account external ratings DPAM HORIZON B SA 15 Prospectus Publication date: 16/08/2021
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