Altamir - 2018 Registration document

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Corporate Governance Report of the Supervisory Board Observations of the Supervisory Board at the General Meeting

2.3.3 REPURCHASE OF ORDINARY SHARES

Meeting on the same date, shareholderswill be asked to ratify the co-optation of Anne Landon as replacement of Sophie Etchandy- Stabile until the end of her appointment, i.e. until the end of the General Meeting to be held in 2020 to approve the financial statements for the year ended 31 December 2019. The Supervisory Board comprises four men and two women, in compliance with legal provisions concerning gender parity. At the General Meeting on 29 April 2019, shareholders will be asked to appoint Gérard Hascoët and Philippe Santini as non- voting members (censeurs) of the Supervisory Board. They are currently full members.

The Supervisory Board has considered the repurchase of shares by the Company. Froma legal perspective, the SupervisoryBoard is not authorised to approve a share repurchase. That decision is reserved for shareholders, who may grant such an authorisation to the Management Company at their Annual General Meeting. Notwithstanding legal aspects, the Supervisory Board believes that the discount is best minimised by means of the following: steady, long-term performance; a consistent and attractive dividend; clear and open communication; rigorous valuation methods; and no leverage at the Company level. The draft resolution related to the share repurchase programme specifies that the sole purpose of the programme is to ensure an active secondary market for the shares through a liquidity agreement. At theGeneral Meetingon26April 2018, Corevisewas reappointed for a period of six financial years. After Corevise merged with another firm to form RSM Paris, Corevise’s appointment was assumed by RSM, and it will extend until the end of the Annual Ordinary General Meeting to be held in 2024 to approve the financial statements for the financial year ended 31 December 2023. 2.3.5 CORPORATE BODIES – LENGTH OF APPOINTMENTS At the General Meeting on 29 April 2019, shareholders will be asked toapprove the reappointment for twoyears of the following Supervisory Board member: Marleen Groen. At the Supervisory Board meeting in February 2019, Sophie Etchandy-Stabile announced her desire to stand down from her position as a member of the Supervisory Board at the end of the Supervisory Board meeting on 12 March 2019. At the General 2.3.4 STATUTORY AUDITORS

2.3.6 SHARE LIQUIDITY

In 2018, Altamir used its share repurchase programme tomaintain the share’s liquidity and to ensure secondary market activity. A new programme will be proposed at the General Meeting on 29 April 2019. The programme will be implemented to fulfil the same purpose.

2.3.7 REGULATED AGREEMENTS

The Supervisory Board has established that the regulated agreement in force since 2006 (concerning the investment advisory agreement between Altamir and Amboise Partners SA) remained unchanged during the financial year under review. Detailed information about this agreement is provided in this Registration Document. The Board re-examined this agreement at its meeting on 12 March 2019, determined that it was in the Company’s interest to maintain it, and informed the Statutory Auditors thereof. A new agreement will be submitted for shareholder approval at the General Meeting on 29 April 2019. The agreement relates to the transfer toAltamir of Amboise SAS’s shareholding in theApax Digital fund, and was approved by the Supervisory Board at its meeting on 8 November 2018. These two regulated agreements are described in the Statutory Auditors’ special report. The Board has no knowledge of any conflict of interest between the Company and any Board member or the Management Company.

102 Registration document ALTAMIR 2018

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