I. General Disclaimer

PLEASE READ THIS IMPORTANT INFORMATION BEFORE PROCEEDING FURTHER.

This page contains legal and regulatory notices relevant to the information contained on this website. By accessing the site you agree to be bound by the following terms and conditions.

The information on this site ("Information") is provided for general information and is not an offer to sell, or a solicitation of any offer to buy, any interest in the investment funds managed by Chikara Investments LLP (the "Chikara Funds"). In particular, this website is not intended as marketing of any Chikara Fund in any member state of the European Economic Area for the purposes of the EU Directive 2011/61/EU on Alternative Investment Fund Managers.

II. Information on this Site

The Information is issued by Chikara Investments LLP, a limited liability partnership incorporated in England and Wales under number OC310342 ("Chikara"), authorised and regulated by the Financial Conduct Authority ("FCA").

The Information is not directed at any person in any jurisdiction where it is illegal or unlawful to access and use such information. Chikara disclaims all responsibility if you access or download any Information in breach of any law or regulation of the country in which you reside.

The Information is not directed at any person in the United States and this site is not intended to be used by any person in the United States other than persons who are "qualified purchasers" (as defined in the United States Investment Company Act of 1940, as amended) and/or "accredited investors" (as defined in Rule 501(a) under the United States Securities Act of 1933).

Accordingly, all persons who access this site are required to inform themselves of and to comply with all applicable sales restrictions in their home country.

Compliance with Certain Restrictions Relating to the Chikara Funds

SWITZERLAND

Apart from as noted below, the Chikara Funds have not been and cannot be registered with the Swiss Financial Market Supervisory Authority (FINMA) and cannot be distributed in Switzerland.

Chikara Funds plc, one of the Chikara Funds, may be distributed in Switzerland to both non-qualified investors and qualified investors.

The representative in Switzerland is 1741 Fund Solutions Ltd, Burggraben 16, CH-9000 St. Gallen. The Swiss Paying Agent in Switzerland is Tellco Ltd, Bahnhofstrasse 4, CH-6430 Schwyz. The prospectus, the articles of association, the Key Investor Information Documents, as well as the annual and semi-annual reports in relation to Chikara Funds plc, may be obtained free of charge from the representative. In respect of the units distributed in and from Switzerland, the place of performance and jurisdiction is the registered office of the representative.

III. No Advice

The Information is provided for informational purposes only and on the basis that you make your own investment decisions and do not rely upon it. Chikara is not soliciting any action based on it and it does not constitute a personal recommendation or investment advice. Users of this website should be aware that Chikara is not acting for, or advising them, and is not responsible for providing them with the protections available under the UK regulatory system to those who are clients of Chikara. Compensation will not be available from the UK’s Financial Services Compensation Scheme. Should you have any queries about Chikara Funds, you should contact your financial adviser.

IV. Accuracy of Information

The Information (including any expression of opinion or forecast) has been obtained from, or is based on, sources believed by Chikara to be reliable, but is not guaranteed as to its accuracy or completeness and should not be relied upon. The Information is provided without obligation on the part of Chikara and on the understanding that any person who acts upon it or changes his investment position in reliance on it does so entirely at his own risk. The Information does not constitute an offer to buy or sell or an invitation to make an offer to buy or sell shares in any Chikara Fund.

Information is current only as at the date it is first posted and may no longer be true or complete when viewed by you. All Information may be changed or amended without prior notice. Chikara does not undertake to update this site regularly.

V. No Liability

No representation, warranty or undertaking is given as to the accuracy or completeness of the Information by Chikara or any of its associated companies and no liability is accepted by such persons for the accuracy or completeness of such Information. In no event will Chikara or any of its associated companies be liable to any person for any direct, indirect, special or consequential damages arising out of any use of the Information, or on any other hyper-linked site, including, without limitation, any lost profits, business interruption, loss of programs or data on your equipment, or otherwise, even if Chikara is expressly advised of the possibility or likelihood of such damages.

You should be aware that the Internet is not a completely reliable transmission medium. Chikara does not accept any liability for any data transmission errors such as data loss or damage or alteration of any kind, including, but not limited to any direct, indirect or consequential damage, arising out of the use of the products or services referred to herein.

The above provisions are not intended to exclude or restrict any duty or liability that Chikara has to its customers under the regulatory system in the United Kingdom.

VI. Indemnity

You agree to indemnify, defend, and hold harmless Chikara, its affiliates and licensors, and the officers, partners, employees, and agents of Chikara and its affiliates and licensors, from and against any and all claims, liabilities, damages, losses, or expenses, including legal fees and costs, arising out of or in any way connected with your access to or use of this website and the Information.

VII. Material Interests

Chikara and its partners, officers and/or employees may have holdings in the Chikara Funds and may otherwise be interested in transactions that you effect in those funds.

VIII. Linked Websites

This site may be linked to third party websites or contain information provided by third parties. Chikara does not make any representation as to the accuracy or completeness of such websites or information, has not and will not review or update such websites or information, and cautions browsers that any use made of such websites or information is at their own risk. Chikara does not accept any liability arising out of the information contained on any linked website or Information provided by a third party and the use of such sites and information is at your own risk.

IX. Copyright, Trademarks and Other Rights

Copyright, trademarks, database rights, patents and all similar rights in this site and the information contained in it are owned by Chikara, its licensors or relevant third party providers. You may use the Information and reproduce it in hard copy for your personal reference only. The Information may not otherwise be reproduced, distributed, stored or transmitted without Chikara’s written consent. Nothing on this site should be considered as granting any licence or right under any trademark of Chikara or any third party.

X. Governing Law

You agree that your use of this site and any dispute arising from the use of this site is subject to English law and you submit to the jurisdiction of the English courts.

XI. Privacy, Data Protection

Chikara is committed to safeguarding the personal information which you may provide to Chikara through this site and to the extent that Chikara collects any personal information, Chikara will hold it in confidence in accordance with the General Data Protection Regulation (Regulation (EU) 2016/679).

For further information on how we safeguard the personal information which you may provide to Chikara please see our Privacy Notice.

XII. Use of Cookies

Chikara uses cookies on this site. By using this site, you agree to the placement of certain cookies on your computer. Please see our cookie policy for more information. If you do not wish to accept cookies from this site, please either disable cookies or refrain from using this site.

A "cookie" is a piece of information that is saved to your computer's hard disk by the web server. Confirmation of reading and accepting these terms and conditions will place a cookie on your computer's hard disk. This will ease your navigation around this website by not popping up these terms and conditions again during this browser session. This cookie is temporary and will be removed when you close your browser. The cookie is not used for any other reason. You may set your browser to notify you when you receive a cookie. Many web browsers allow you to block cookies. If you do block cookies you may not be able to access certain parts of this website. You can disable cookies from your computer system by following the instructions on your browser or at www.allaboutcookies.org.

Chikara Investments LLP (“Chikara”) - Response to Japan’s Stewardship Code Principles

This document sets out Chikara’s approach to the principles and guidance of the 2020 Japan Stewardship Code.

Principle 1

Institutional investors should have a clear policy on how they fulfil their stewardship responsibilities, and publicly disclose it.

Chikara has created this statement to provide an understanding to our investors, and potential investors, as to our approach to our stewardship responsibilities, and this statement is publicly available at our website www.chikarainvestments.com.

Our Engagement and Shareholder Rights statement (including our Proxy Voting policy), as well as our ESG policy, also reflect our approach to stewardship and are available on our website.

Principle 2

Institutional investors should have a clear policy on how they manage conflicts of interest in fulfilling their stewardship responsibilities and publicly disclose it.

Chikara has a Conflicts of Interest policy in place to identify and manage actual and potential conflicts of interest arising from its engagement with companies. Chikara maintains a conflicts register. All identified conflicts of interests are reported at least annually to senior management. The compliance department carries out a periodic review of any identified conflicts to ensure that appropriate steps have been taken to address and manage them.

The Conflicts of Interest Policy highlights that clients may have conflicting interests which impedes Chikara’s ability to fairly perform its duties. e.g. clients may not support the voting and engagement activities of Chikara. For example, where we are voting against management or engaging on issues where they do not adhere to best practice. There may also be conflicts between clients, for example in the prioritisation of team resource or identifying and engaging on material aspects and topics of engagement.

The mitigation we have put in place in relation to this risk is that any potential conflicts between clients will be considered at the outset of any potential client relationship and during the course of the relationship. Any potential conflicts identified will be discussed at Partners meetings and an appropriate course of action agreed to ensure that Chikara acts in the clients’ best interests at all times; this may involve declining business or terminating an existing relationship.

Chikara’s Remuneration Code promotes sound and effective risk management and does not encourage risk-taking which is inconsistent with the risk profiles, fund rules or instruments of incorporation of the client it manages. The remuneration policy is in line with business and strategy, objective, values and interests of Chikara and the client it manages and includes measures to avoid conflicts of interest.

In terms of governance, the Partners of Chikara span different departments, and they are also advised and assisted by a segregated Legal and Compliance function, and external legal and compliance advice is sought where required.

Principle 3

Institutional investors should monitor investee companies so that they can appropriately fulfil their stewardship responsibilities with an orientation towards the sustainable growth of the companies.

As per our Engagement and Shareholder Rights Statement, Chikara will always endeavour to act in the best interests of its clients as stewards of their capital. Although we do not aspire to be an activist investor, we recognise the importance of regular and responsible engagement with companies in which it invests.

As well as review and assessment of third party research and engagement with country and industry experts, members of the investment team engage in one-on-one meetings and telephone calls with senior management or Investor Relations representatives of companies. The purpose of such engagement includes:

  • understanding key drivers of growth;
  • understanding competitive positioning;
  • assessing the alignment of management goals and strategy with those of shareholders;
  • assessing corporate governance; and
  • assessing the environmental, social, governance and sustainability risk profile

Chikara’s dialogue with companies has developed over a number of years and we seek open and constructive dialogue with management and board members, in order to broaden our knowledge of a company’s strategy, operations and risk identification and management, and to ensure any concerns we might have are addressed. Where we might have specific concerns with management’s strategy, company performance (financial and non-financial), and risk profile, or where we deem it necessary to protect it clients’ interests, we will consider escalating this to senior management or seriously consider disposing of our position.

In addition, once an investment is made we will engage with other institutional investors over material matters impacting all shareholders when required.

ESG factors are integrated into the Chikara’s bottom up investment process and these issues are considered alongside financial and strategic issues during assessment and engagement with companies. The relevant Portfolio Manager is responsible for engagement on ESG matters and monitoring is carried out via investment reviews.

Chikara also has a published ESG policy and is a signatory to UN Principles for Responsible Investment (“UNPRI”).

Principle 4

Institutional investors should seek to arrive at an understanding in common with investee companies and work to solve problems through constructive engagement with investee companies.

As set out above, Chikara will engage with investee companies where necessary and escalate any concerns/problems.

Principle 5

Institutional investors should have a clear policy on voting and disclosure of voting activity. The policy on voting should not be comprised only of a mechanical checklist; it should be designed to contribute to the sustainable growth of investee companies.

Further to our Engagement and Shareholder Rights Statement, our primary voting policy is to protect or enhance the economic value of our investments on behalf of our clients. Chikara will vote against any agenda that threatens this position, in particular concerns over inappropriate incentives, changes in capital structure and mergers or acquisitions which are seen as detrimental to the creation of business value.

Chikara votes all shares where we have our clients’ authority to do so, assuming there are no conflicts of interest. All voting decisions are made in consultation with, and approval by, the portfolio managers. Once the proxy votes are submitted, they are recorded by Chikara. A Proxy voting summary is available on the Chikara website.

Principle 6

Institutional investors in principle should report periodically on how they fulfil their stewardship responsibilities, including their voting responsibilities, to their clients and beneficiaries.

A proxy voting summary is available on our website. Chikara is a signatory to UNPRI and we annually report on our activities and progress on implementing the PRI according to the PRI reporting framework. We do not currently publish details beyond PRI reporting requirements but are willing to provide more detail to clients and prospective clients upon request.

Principle 7

To contribute positively to the sustainable growth of investee companies, institutional investors should develop skills and resources needed to appropriately engage with the companies and to make proper judgments in fulfilling their stewardship activities based on in-depth knowledge of the investee companies and their business environment and consideration of sustainability consistent with their investment management strategies.

Chikara’s investment philosophy emphasises fundamental, proprietary research, to identify potential companies, supported, where possible, by direct company meetings conducted by the dedicated and experienced Asian and Japanese teams at Chikara.

As per our Engagement and Shareholder Rights Statement, Chikara will always endeavour to act in the best interests of its clients as stewards of their capital. Although we do not aspire to be an activist investor, we recognise the importance of regular and responsible engagement with companies in which it invests.

Chikara also has a published ESG policy and is a signatory to UN PRI. As a signatory to the Principles, Chikara publicly commits to adopt and implement the UNPRI principles, where consistent with our fiduciary responsibilities. We also commit to evaluate the effectiveness and improve the content of the Principles over time. We believe this will improve our ability to meet commitments to beneficiaries as well as better align our investment activities with the broader interests of society.

All partners and employees of Chikara are required to conduct their duties in a responsible manner and in accordance with the following:

-          To aim to grow the assets under our management for the benefit of our investors;

-          To act as a responsible steward of our investors capital;

-          To integrate Environmental, Social and Governance considerations into the investment decision making;
process in a cohesive and considered manner in line with the 6 Principles of Responsible Investing;
(https://www.unpri.org/pri/what-are-the-principles-for-responsible-investment).

-          To provide transparency to our clients where requested.

This statement will be reviewed annually or more frequently if required and is intended as an overview only.