Voting Rights and Engagement Policy – TowerView Fund
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Delcap SA acts as delegated Portfolio Manager of the TowerView Fund.
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In accordance with the applicable requirements relating to shareholder engagement and voting rights and with its contractual arrangements as Portfolio Manager, Delcap has established an approach governing the exercise of voting rights attached to investments held by the Fund.
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The investment strategy of the TowerView Fund is primarily based on investment selection and portfolio allocation rather than on active shareholder engagement or seeking to influence the governance of investee companies.
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Furthermore, investments in listed companies are generally expected to represent minority holdings which do not provide the Fund with significant influence over the relevant issuers.
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In this context, Delcap has chosen, as a general principle, not to exercise voting rights attached to listed shares held by the TowerView Fund, considering that the systematic exercise of such rights would generally be disproportionate to the nature and size of the Fund's holdings.
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Delcap nevertheless retains the ability to assess the exercise of voting rights where a matter submitted to shareholders could reasonably be expected to have a material impact on the interests of the Fund or its investors.
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Any such assessment and, where applicable, exercise of voting rights will be conducted in the exclusive interests of the Fund and its investors and in accordance with the applicable conflict-of-interest arrangements.

This approach is reviewed periodically and may be updated where appropriate, taking into account the investment strategy, the composition of the Fund's portfolio and applicable regulatory requirements.