AS AN INVESTOROUR APPROACH AS RESPONSIBLE INVESTORS SYCOMORE SHARED GROWTH

SYCOWAY

Report published on June 30th 2019 pertaining to the Sycomore Shared Growth fund.

2018RE

PORT

2

This report concerns the Sycomore Shared Growth fund, a portfolio of stocks selected based on sustainable development criteria, certified with the Socially Responsible Investment (SRI) label (SRI label developed and supported by the French Economy & Finance Ministry). It should be read together with Sycomore AM’s “Sycoway as an Investor” report. This publication provides details on the

sustainable development criteria embedded within the fund’s investment process

and on the sustainable development performance of our investments in 2018.

This report meets the requirements of the SRI Label on the disclosure of the fund’s

environmental, social, governance and human rights performance. It complements

the AFG-FIR-Eurosif Transparency Code applicable to SRI-labelled funds, which

provides details on the methods and means deployed in the management of SRI

strategies. For purposes of consistency, the report also complies with the requirements

of Article 173-VI of law n°2015-992 of August 17th 2015 on the “energy transition

for green growth”. Sycomore has chosen to publish these reports for all of its SRI-

labelled funds.

For more information on the methods and resources used for the sustainable

development-driven analysis of the companies that make up our investment universe,

please consult Sycomore AM’s “Sycoway as an Investor” report.

INTRODU CTI ION

SYCOMORE SHARED GROWTH 2018 REPORT

3SYCOMORE SHARED GROWTH

2018 REPORT

Our ENGAGEMENT and VOTINGat Shareholders’ Meetings P8-1203Identifying IMPACTS P13-1404

SYCOMORE SHARED GROWTH, an SRI-LABELLED fund P4-501The sustainable development performance of SYCOMORE SHARED GROWTH P6-702

SUMMA RY

AN SRI-LABELLED FUND, WITH SUSTAINABLE DEVELOPMENT-DRIVEN INVESTMENT DECISIONS

ycomore Shared Growth – which received its SRI Label at the end of 2017 - focuses on companies offering solutions to major global societal challenges and that have integrated this pursuit of positive impacts into their strategy, with a view to delivering profitable and durable growth. The selection is based on our SPICE(1) model, described in our ESG (Environment, Social and Governance(2) Integration Policy. The fund’s objective is to outperform the Euro Stoxx Total Return(3) index based on a socially responsible investment process. The investment universe includes listed stocks in Continental Europe, with no market capitalisation constraints.

4SYCOMORE SHARED GROWTH 2018 REPORT

(1) SPICE for Society&Suppliers, People, Investor, Clients and Environment.(2) Our ESG Integration Policy is available on our website.(3) DJ EuroStoxx Total Return, dividends reinvested: launched on December 31st 1991, this index tracks the performance

of listed stocks in the Eurozone. With around 300 constituents, the index uses the float of each stock to determine its weight.

SYCOMORE SHARED GROWTH, an SRI-LABELLED fund01

Our

FUND

For more information on the fund’s exclusion and selection process, please consult the Transparency Code. The fund’s main characteristics are available on the page dedicated to the strategy. 5

SYCOMORE SHARED GROWTH 2018 REPORT

SPICE RATING

SELE

CTI

ON

Positioning that may offer substantial opportunitiesfor growth or competitiveness

> 3/5

SOCIETY RATINGSocietal contribution of products & services

Corporate citizenship (business ethics, responsible finance, human rights, …)

� 2.5/5

01

02

• Selection based on SPICE ratings: this screening selects companies displaying sustainable development practices and/or positioned to create substantial opportunities for their future growth and competitiveness. A company can also be selected if its SPICE rating > 3/5.

• Selection based on societal impact: this screening aims at selecting businesses that contributes significantly to resolving key societal issues and/or display best corporate citizenship practices (notably: business ethics, responsible taxation and respect for human rights). Companies are selected if their Society ranking is ≥ 2.5/5.

In keeping with the fund’s objective, the investment universe of Sycomore Shared Growth is screened based on the following criteria. These include sustainable development considerations:

Your

SCREEN ING

3,1

2,9

3,43,3

3,43,2

3,23,1

3,2

3,3

3,53,3

3,43,4

3,23,2

2,83,3

3,13,3

Governance

People

Society & Suppliers

Environment

S P I C E

2017 2018

0%

5%

10%

15%

20%

25%

30%

35%

48%

11%

18%

20172018 20172018

37%

Our SPICE(3) fundamental analysis model is one of the main tools used to assess the sustainable development performance of our investments.

As of December 31st 2018, the weighted SPICE ratings of investments held in the Sycomore Shared Growth fund are higher than those of the benchmark. The fund’s Society & Suppliers rating of 3.2/5 versus 2.9 for the Euro Stoxx reflects the importance given to the societal impact rating at the selection stage. This is particularly visible if one looks at the portfolio’s Society rating on a standalone basis – the fund’s main selection factor – which came in at 3.4/5 versus 2.8/5 for the index.

This performance is also measured using specific indicators focused on social, environment, governance and human rights issues. The indicators chosen are not necessarily associated with the fund’s selection criteria and their result can therefore vary based on the portfolio’s holdings.

As far as social challenges are concerned, we look at the headcount over 3 years: we assess a company’s ability to create employment based on the change (positive or negative) in cumulated staff numbers over the past 3 financial years. The indicator shown includes changes in headcount following disposals or takeovers. In 2018, the fund’s strong performance on Headcount growth (+37% for the fund versus +18% for the Eurostoxx over 3 years) is aligned with our focus on the selection of growth stocks and reflects their strong contribution to job creation.

6

The sustainable development performance of SYCOMORE SHARED GROWTH02

Sycomore Shared GrowthEuroStoxx

(3) SPICE for Society & Suppliers, People, Investors, Clients et Environment. For more information on our fundamental analysis model, please consult our ESG Integration Policy, available on our website.

Sycomore Shared GrowthEuroStoxx

EMPLOYMENTGrowth in headcount over 3 years

2018 Coverage ratio (weight): 89% - SSG/ 98% EuroStoxx2018 Coverage ratio (number): 84% - SSG/ 96% EuroStoxx

SYCOMORE SHARED GROWTH 2018 REPORT

SPICE

RA TI NG

Our

INDICATO RS

As far as human rights are concerned, the percentage of companies having drawn up a formal policy: we assess corporate engagement on human rights issues by looking at whether the company has defined a strategy and implemented a relevant policy. To this effect, we have selected an indicator provided by Bloomberg identifying companies that communicate on the implementation of a human rights policy. Note that we have not chosen an indicator based on the controversies that affect the company. We consider that the number of controversies is neither representative of a company’s engagement, nor of the means deployed in addressing human rights issues: the number of controversies depends on the size of the company and on its media exposure and does not necessarily reflect the procedures implemented to address the event behind the controversy. In 2018, the percentage of companies having set up a formal human rights policy (81%) increased substantially compared to 2017 (64%), but remains lower than the EuroStoxx index (93%). This increase is mainly due to a higher exposure to larger-sized companies in 2018 – businesses that are more likely to have developed policies in this area than small and mid-sized capitalisations. This will be a priority issue for shareholder engagement in 2019.

On Governance issues, we examine the percentage of women at Executive level: the difference between the percentage of women on the Executive Board and in the total headcount is a meaningful indicator of the company’s ability to promote diversity and equal opportunities within the organisation. Although many companies report on the percentage of women in management positions, these disclosures relate to varying levels in the company hierarchy and the underlying “management” positions often differ from one company to the next. In order to use homogeneous data that can be cumulated at fund level, we have opted for the percentage of women on the Executive Board. In 2018, the feminization rate at executive committee level improved and came in slightly higher than for the index (16% for the fund versus 14% for the EuroStoxx). This increase was driven by the appointment of women in the executive committees of several companies owned by the portfolio in 2017 and to the addition of new companies with a higher than average percentage of women sitting on executive committees. In order to encourage this positive trend and identify the best practices that could support the momentum, we engaged with the company in 2018 on the promotion of women in its management teams; these discussions are detailed in chapter 3.

The gap between the percentage of women in the company’s workforce and on the executive committee remains wider than in the benchmark. This is notably due to the considerable weight of companies with a high female headcount, particularly in the human services and home care industry, which is not reflected proportionately at executive committee level.

7

Sycomore Shared Growth

For more information on the methodology used to calculate indicators, please refer to the Reporting Protocol available on our website.

14%37%

16%50%

2018

50%9%

11%37%

SycomoreShared Growth

EuroStoxx

2017

MALE/FEMALE DIVERSITYFeminization of Executive Board

HUMAN RIGHTSPercentage of companies with

a human rights policy

2018 Coverage ratio (weight): 47% (payroll) et 80% (executive) - SSG 87% et 96% - EuroStoxx

2018 Coverage ratio (number): 36% (payroll) et 53% (executive) - SSG 81% et 95% - EuroStoxx

Taux de couverture 2018 (poids) : 65% - SSG / 95% - EuroStoxxTaux de couverture 2018 (nbre) : 46% - SSG / 90% - EuroStoxx

20182017

SycomoreShared Growth

64%

EuroStoxx

88%

EuroStoxx

93%

SycomoreShared Growth

81%

SYCOMORE SHARED GROWTH 2018 REPORT

Percentage of women on payroll

Percentage of women on payrollPercentage of women on executive board

Percentage of women on executive board

No policyNo policy

Policy in placePolicy in place

8SYCOMORE SHARED GROWTH 2018 REPORT

Our ENGAGEMENT and VOTING at Shareholders’ Meetings03

In 2018, we formally engaged with 23 portfolio companies and identified 56 areas for improvement as of December 31st 2018 (see breakdown below). 32 of these were directly related to corporate governance (the I pillar in our SPICE analysis). In the majority of cases, this engagement process takes place ahead of the shareholders’ meetings – a period that is particularly suited to holding these discussions with companies. The main issues that were broached were executive compensation and the structure of the board of directors.

The list of companies we engaged with is available in the appendix.

I57%

P25%

S16%

C2% Society

& Suppliers

People

Investors

Clients

Environment

S

P

I

C

E

Engaging with companies is a key tenet of our role as investors:

Meeting the management and conducting on-site company visits are particularly important aspects of our research effort. Our objective is to gain a deep understanding of the company based on the realities of its operations and the vision of its executives.

When preparing our votes at shareholders’ meetings, we discuss our voting intentions with the companies concerned and inform them of our voting policy and of the best practices we wish to promote.

These talks enable us to identify and recommend best practices, notably in areas of governance, human rights, or on social, societal and environmental issues. We encourage companies to integrate these challenges as a core strategic axis, and to improve transparency on the means in place and the results achieved.

DIA LOGUE

Our

ENG AGME NT initiatives

9SYCOMORE SHARED GROWTH

2018 REPORT

Our dialogue with portfolio companies focused on the following key themes in 2018:

RESPONSIBLE TAX BEHAVIOURSince 2017, together with around thirty international investors, Sycomore AM has taken part in a collaborative engagement initiative led by the PRI (Principles for Responsible Investment) on the theme of responsible tax practices. The project aims to initiate a constructive dialogue with the companies in order to discuss investor expectations, identify the best practices and encourage their adoption.

Tax behaviour is more than ever at the heart of long-term investors’ concerns. As investors expect companies to make increasing contributions to the common good, a responsible fiscal policy which redistributes a fair share of the value to the communities that helped generate this same value is essential. Taxation is a fundamental source of funding for the achievement of sustainable development targets. We therefore pay considerable attention to corporate tax policies when selecting stocks for Sycomore Shared Growth.

At end 2018, 39 multinationals operating in the technology and healthcare industries were contacted and we received an 82% response rate. These companies were selected on the basis of their sector’s large exposure to the risks mentioned above, regardless of their current practices. On behalf of the group, Sycomore AM has led discussions on this issue with Essilor and took part in the meetings conducted by other investors with Sanofi and Astrazeneca; these three companies are held in the portfolio.

The discussions were structured around 4 themes: 1 Link between corporate tax behaviour and sustainable development (so

that beyond their legal obligations, companies communicate on their responsibility to redistribute some of the profits they generate to the wider local community),

2 Fiscal policy, 3 Governance and tax-related risks, 4 Transparency and reporting.

Link between corporate tax behaviour and sustainable development

Most of the companies that were contacted were aware of the growing expectations from civil society and investors on the issue, yet best practices and demands had not been identified clearly. The relationship between corporate tax behaviour and sustainable development is not systematically formalised or visible within the companies, as the issue of taxes is still mostly addressed from a financial and legal perspective. The involvement of other players – including dedicated teams or in-house sustainable development groups – seems to be a positive development. For instance, Essilor’s tax professionals work hand in hand with the CSR team on the application of the OECD’s recommendations in this area.

DIA LOGUE

Key

TH EM ES

Our ENGAGEMENT and VOTING at Shareholders’ Meetings03

10SYCOMORE SHARED GROWTH 2018 REPORT

Fiscal policy

One of the main recommendations made to companies is the publication of a responsible tax policy. This helps to lay down the company’s commitments, starting with the recognition of its responsibilities beyond compliance with regulatory requirements: the need for consistency between the company’s tax policy and its business practices. Drawing up a formal policy is also an opportunity to supply details on the rules set by the company in this area (jurisdictions considered to be tax havens, use of tax incentives from a number of countries…). Generally speaking, companies active in the United Kingdom have already formalised the tax policy of their local subsidiary in order to comply with the 2016 UK Finance Act – this is the case for Essilor. This document often refers to principles applicable to the group as a whole, but lacks in visibility. We have recommended that both companies go further by publishing a group-wide tax policy that includes the points mentioned above.

Transparency and reportingOur efforts have focused on the need to improve the readability of the information provided to all stakeholders. Companies have been open to the idea of discussing the variation of effective tax rates or tax provisions. However, they remain reticent over publishing their tax-related and financial data country by country as communicated to the tax authorities – as they believe this data to be sensitive from a business point of view. Collaborative engagement is continuing in 2019. The involvement of other stakeholders (governments, civil society, supranational organisations, specialist players…) will also be essential in ensuring the adoption of standards, particularly on country-specific reporting.

GENDER EQUALITY IN THE WORKPLACE

At the end of 2018, we launched a shareholder engagement campaign on gender equality in the workplace. While the proportion of women sitting on boards of directors has risen considerably in most European countries these past few years, notably thanks to the introduction of regulatory requirements, women still remain largely absent from executive committees. A wide gap also persists in most companies between the percentage of women in intermediary management positions and those in the overall headcount. Yet the presence of women in executive roles – more than on the board of directors – is an essential driver for the promotion of gender equality throughout the company and a key factor for its long-term performance.

In order to identify the best practices in this field and encourage their adoption, we conducted 11 exclusive formal meetings with companies that have reached different stages of advancement: talking with the most advanced players in the field seems the key to ensuring the pragmatic sharing of best practices with players that are behind on these issues.

11SYCOMORE SHARED GROWTH

2018 REPORT

BELOW ARE TWO EXAMPLES OF SHAREHOLDER ENGAGEMENT INITIATIVES CONDUCTED WITH PORTFOLIO COMPANIES: GROUP SEB AND BEIERSDORF

The Seb Group is a clear leader in matters of gender equality, notably thanks to the strong promotion and diversity practices implemented within the group and the results achieved in the area of wage equality. While there remains room for improvement in terms of female representation at executive level (0% on the executive committee, 18% in the 180 key positions in 2017), the initiatives that have been set up helped to generate improvements that can be felt at the lowest echelons of management : 38% of women held management positions in 2017, versus 42% in the overall headcount.

The group has chosen to address the issue of diversity from a global perspective, without focusing exclusively on male-female equality: according to our contacts within the company, offering initiatives exclusively addressed to women can be counter-productive and accentuate divisions. It was observed that a number of positive discrimination mechanisms in favour of women could demotivate men. Furthermore, stereotypes are strong within the company – with men and women – and the solutions need to be implemented communally and involve men as much as women.

Seb’s policy therefore includes a variety of aspects, including training the Human Resources (HR) and managers on the issue of stereotypes, assisting women with self-censorship and the creation of mixed junior/senior working pairs.

Looking at the resolution of wage gaps, which was achieved in 2012, the fact that the action plans were driven by HR and not by team managers was one of the key factors behind its success. To drive progress, the Seb Group pays particular importance to discussions with the most advanced players, identified for each individual topic, covering all types of businesses and industries.

At Beiersdorf, the issue of gender equality in the workplace is addressed at the highest level of the company; the group’s head of sustainable development – also the employee representative at the board of directors – is a key public figure in Germany on the issue.

Historically, the cultural and political context in Germany is rather unfavourable to the promotion of women in the corporate world and the gap between the percentage of women in the headcount (54%) and in the 300 key roles (29% at end 2017) is still patent. The group aims to reach a proportion of at least 35% of women in these 300 key positions and has set up a career management programme dedicated to women from the time they start at the company, as well as mixed ‘mentoring pairs’.

The company also relies on more flexible models for organising working hours which can facilitate the balance between their professional and personal lives. Beiersdorf has been experimenting with an innovative job-sharing initiative over the past two years, which enables two part-time workers to share a full-time position. Nineteen job shares are now effective and operational with more than half serving in management positions. We have encouraged the company to publish more indicators, particularly quantitative metrics, on these different initiatives and on their results; we have also mentioned several tools (questionnaires, certifications) that the company could use to assess its progress and compare its approach with current best practices.

Our Engagement Policy is available on our website.

12SYCOMORE SHARED GROWTH 2018 REPORT

In order to play an active role in shareholders’ democracy, we vote systematically at all shareholders’ meetings held for companies owned by the portfolio. We also physically attend some of the meetings.

In 2018, we voted at 64 of the 65 shareholders’ meetings for which Sycomore Shared Growth owns voting rights – a rate of 98%. We were not able to exercise our voting rights during one shareholders’ meeting due to an administrative problem affecting an intermediary in the transfer chain for voting instructions.

OUR VOTING AT SHAREHOLDERS’ MEETINGS

83%of shareholders’

meetings with at least one

vote against or abstention

64shareholders’ meetings, or

854 résolutions

19%of votes against or abstentions

Onthe appointments

of directors

15%votes against/abstentions

Onexecutive

compensation

28%votes against/abstentions

We did not exercise our voting rights in the following circumstances: the stocks in question were sold prior to the meeting ; the shareholders’ meeting required share blocking for the period ranging from the registration of stocks to the effective vote ; or an exceptional technical dysfunction ocurred during the transfer of voting instructions. Ahead of the 2019 shareholders’ meetings, we have developed solutions designed to limit the risk of a technical dysfunction.

Our Voting Policy and 2018 Proxy Voting Report are available on our website.

13

Beyond the sustainable development performance of our investments, our objective is to report on the contribution of our investments to a sustainable economy, notably through the publication of information on the contribution of portfolio companies to the United Nations’ Sustainable Development Goals (SDG).

Several portfolio companies have started working on measuring their impact, though we are not yet in a position to publish homogeneous indicators at portfolio level. We have shown below some examples of products and services provided by portfolio companies offering tangible solutions to major societal challenges.

SYCOMORE SHARED GROWTH 2018 REPORT

Identifying IMPACTS 04

In 2018, Sycomore Shared Growth took part in the IPO of three growth companies whose objectives are to address key societal challenges, such as access to funding for the poorest, resistance to antibiotics and compliance with medical treatments.

ASA INTERNATIONAL, POLYPHOR AND VOLUNTIS: THREE IPOS WITH POSITIVE SOCIETAL CONTRIBUTIONS

ASA INTERNATIONAL is the first microfinance company to be listed in Europe. Operating in 13 countries across Asia and

Africa, the company provides microcredit to over 2 million entrepreneurs, mostly women, who do not enjoy access to traditional funding sources. Microfinance is an important lever in the fight against poverty and allows people excluded from the standard banking system to develop and sustain income-generating businesses. The company’s business model has replicated the ASA Bangladesh NGO founded in 1978 by one of the founders of ASA International. The company stands out for its thorough subscription and fund-raising process, associated with strong decentralisation which facilitates proximity with its clients. The latter are given support, notably through training on financial aspects. The default rate – which is under 0.1%, much lower than the industry average – is a powerful indicator of the model’s strength.

POLYPHOR is a biotech company working on the development of a new generation of antibiotics, called narrow spectrum. This major innovation is expected to help with the fight against the growing phenomenon of resistance to antibiotics, which the WHO considers to be one of the most severe threats for healthcare, globally. The most advanced antibiotic in the pipeline, Murepavadin, targets the bacteria that cause nosocomial pneumonia (caught in hospitals) and benefits from a fast-track approval process in the US and Europe in light of the huge medical needs that are at stake.

VOLUNT IS deve lops d ig i t a l healthcare solutions based on mobile applications with the view to helping patients affected by chronic diseases to comply with their treatment and

optimise its efficiency. The two solutions – which had already been approved by health authorities and sold in Europe and in the United States – focus on diabetic patients. They issue recommendations on suitable insulin doses in real time, based on the most recent health-related data recorded by the patient and on the doctor’s prescription, who has access to this data via the application. Diabeo, developed in partnership with Sanofi, is the first digital healthcare solution to be eligible for reimbursement by French social security. New solutions targeting cancer patients and in particular for the management of secondary effects from the treatment are currently under development, as part of partnerships with pharmaceuticals Roche and Astrazeneca.

CON TRI BUTIO NS

14SYCOMORE SHARED GROWTH 2018 REPORT

Identifying IMPACTS04

KORIAN PARTNERS UP WITH AGES & VIE TO DEVELOP THE CONCEPT OF SENIOR FLAT-SHARING

The societal contribution of a company’s different lines of business changes naturally over time, driven by its corporate strategy, which can involve transformations to its product portfolio through innovation, acquisitions or the sale of existing businesses.

Korian’s acquisition of a majority share in the capital of French start-up Ages & Vie in 2018, which pioneered flat-sharing for elderly residents, is consistent with the group’s diversification strategy into alternative models to medicalised retirement homes, which are its core business today. The group wishes to offer care solutions that are adapted to differing needs. The Ages & Vie flat-sharing projects house 7 elderly residents that are physically impaired but do not require the medical and secure care provided by residential homes; they receive support and assistance with their daily lives from a team of three carers, one of whom lives on the site.

Our on-site visit to two homes in Besançon with the founders confirmed our positive impression on the concept and its societal contribution. This is a smaller-scale, affordable (around half the cost of residential home care) and local solution, which enables residents to continue living in their home area. Working conditions are attractive for the carers, who enjoy higher wages than an independent home carer as well as a high level of independence and multi-skilled work.

Korian’s acquisition of stakes in Ages & Vie should speed up the deployment of the model, which still has no clear competition today. The goal is to increase the number of beds from 320 in 2018 to 3,000 in 2023. The deployment of Korian’s diversification strategy continued at the end of 2018 when the group purchased the home-care network Petit-fils.

14 AVENUE HOCHE - 75008 PARIS - WWW.SYCOMORE-AM.COMSYCOMORE SHARED GROWTH 2018 REPORT15

Entreprises Society & Suppliers People Investors Clients Environment

AS Company 3

AstraZeneca 2

Beiersdorf 3

C&C 1

Corbion 1

Danone 1

EssilorLuxottica 3 2

Fresenius SE 1

Iliad 4 5

Inditex 1 1

Kerry 2

Korian 2 2

Maisons du Monde 2

Ontex 3

Pandora 1

Sanofi 1 3

SAP 1

Schneider 1 1

Seb 1

Solutions30 1

Technogym 2 1 1

Wallix 3

AppendixLIST OF COMPANIES WITHIN THE SYCOMORE SHARED GROWTH FUND TO WHICH AREAS FOR IMPROVEMENT WERE RECOMMENDED IN 2018