Shareholders Rights Directive II Statement

Introduction

This statement is made pursuant to Article 3(g) of the Shareholders Rights Directive II Statement ("SRD II"), which is summarised in the FCA Handbook under COBS 2.2B, and requires firms such as Kirkoswald Capital Partners LLP ("KCP LLP") and Kirkoswald Capital Management Limited ("KCM Ltd" and together with KCP LLP, "Kirkoswald") to either:

• Develop and disclose an engagement policy describing how Kirkoswald integrates shareholder engagement in its investment strategy; or
• Disclose why each of KCP LLP and KCM Ltd has chosen not to comply with those requirements.

Such an engagement policy requires a firm to describe how it:

• Integrates shareholder engagement in its investment strategy;
• Monitors investee companies on relevant matters, including: strategy; financial and non-financial performance and risk; capital structure; and social and environmental impact and corporate governance;
• Conducts dialogues with investee companies;
• Exercises voting rights and other rights attached to shares;
• Cooperates with other shareholders;
• Communicates with relevant stakeholders of the investee companies; and
• Manages actual and potential conflicts of interests in relation to the firm’s engagement.

The above engagement policy is limited to the extent that a firm invests on behalf of investors in shares traded on a regulated market, or on third country markets that meet comparable requirements and where the shares dealt in are of a quality comparable to those in a regulated market in the UK.

Kirkoswald’s Approach to Engagement

The investment strategies of Kirkoswald’s collective investment schemes, pooled vehicles and/or separately managed accounts (each an "Investment Vehicle" and, collectively, the "Investment Vehicles") are such that whilst they may invest in shares traded on a regulated market (or comparable market), the resultant holdings are sufficiently immaterial in terms of size and voting power for each of KCP LLP and KCM Ltd to actively engage with investee companies. In addition, where an Investment Vehicle trades equities as part of its strategy, it does so generally via swaps, which does not confer voting rights. However, if either KCP LLP’s or KCM Ltd’s investment strategy changes in such a manner that the provisions become relevant, this disclosure will be amended accordingly.

While KCP LLP and KCM Ltd generally support the objectives that underlie SRD II, for the above reasons each has chosen not to produce an engagement policy at this time. Should this change in the future, this statement will be updated accordingly.

Contact Details

For any questions regarding this statement email info@kirkoswald.com.

Last updated: November 2025