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Risk Management and reporting for Real Estate www.pwc.lu GRC services

Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Page 1: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

Risk Management and reporting for Real Estate

www.pwc.lu

GRC services

Page 2: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

PwC 2

Risk Management and reporting for Real Estate

1. Preamble - Risk Management

2. Risk Management - Regulatory environment

3. Risk Management - Best Practices

3a. Risk Management throughout the investment cycle

3b. Definition of Key Risk Indicators (KRI) and risk dashboards

4. Reporting

5. Service offering

Risk Management for Real Estate Agenda

Page 3: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

PwC

Preamble - Risk Management

3

Risk Management and reporting for Real Estate

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Risk Management and reporting for Real Estate

Risk Management: a broad concept

• More than being a limited and defined approach; It is more about a global concept

• Risk Management is about identifying all risks to which an entity is exposed or might be exposed (which can be either financial or non-financial) and defining and implementing measures that will help to monitor, measure, manage and report these risks

Relevant for who?

• All entities whatever their activities whatever their investments

Preamble Risk Management

Page 5: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

PwC

Risk Management Regulatory environment

5

Risk Management and reporting for Real Estate

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Risk Management and reporting for Real Estate

Regulatory environment AIFMD

Context:

• The Alternative Investment Fund Manager Directive (AIFMD) entered into force on 1 July 2011

The ultimate deadline for EU Member States to transpose the AIFMD into their national law was July 2013.

Level 2 guidelines have been issued by the European commission as at 19 December 2012

Risk Management is one of the key aspects of the regulation

Page 7: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

Regulatory environment AIFMD who’s impacted?

ESMA - Key Concepts - A vehicle meets the definition of an AIF when ALL the following criteria are met:

1. Collective Investment Undertakings

• Not an ordinary company with general commercial purpose

• ‘Pooled’ capital to generate ‘pooled return’

• No ‘day to day’ discretion or control by shareholders

2. Raising Capital

• Taking step to procure transfer or commitment of capital

• ‘Involves some kind of commercial communication’

• Member of governing body, manager, certain employees, pre-existing group

3. Number of Investors

• ‘Look through basis’ (nominee, fund of fund ..)

• Not prevented from raising capital from more than 1 investor

4. Defined Investment Policy

• Determined and fixed upfront, documented, enforceable, with investment guidelines

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Risk Management and reporting for Real Estate

Regulatory environment Risk Management impacts of AIFMD/SIF Law

Regulated Non-regulated

SIF SIF Law => 31/12/2012

SICAR AIFMD => July 2013

Part II AIFMD => July 2013

SOPARFI AIFMD?

SPV AIFMD?

Page 9: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

Governance Risk Measurement Disclosure

• An independent Risk

Management function

must be created

• Remuneration policy

should be consistent

with effective Risk

Management

• A clear Risk

Management process

needs to be

implemented

• Each AIF’s risk profile must be defined

• All risks associated with AIF strategies

need to be measured and monitored

(Market risk, Counterparty risk,

Operational risk,…)

• The importance of having a strong

Liquidity risk management process is

particularly stressed

• Leverage levels as well as methods used

need to be cleared identified and

monitored

• To increase the

transparency of the

market, a high degree

of importance will be

put on disclosure

(level of leverage,

investment strategy,

risk profiles…) The

level of granularity

will be different

whether the

stakeholders are the

investors or the

authorities

Regulatory environment Risk Management impacts of AIFMD

Page 10: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

Risk Management impact on Real Estate fund:

• In the context of Real Estate funds, Risk Management needs to be approached in a different manner (i.e. transfer of standard UCITS risk management framework will not work).

• All funds impacted by AIFMD/SIF law will have to describe the processes that have been put in place to identify measure, manage and monitor all the risks to which the fund is materially exposed or could be exposed considering, at the minimum:

- Market risk (including leverage) - Counterparty risk - Credit risk - Liquidity risk - Operational risk

What do these Risk exposures mean in the RE industry?

Regulatory environment Risk Management impacts of AIFMD / SIF law

Page 11: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

Risk Management Process

Valuation policy

Remuneration policy

Internal audit

Compliance

Governance

Etc.

AIFMD filing

Having procedures does not mean that actual

processes are in place!

RM for Real Estate – PwC service offering Risk Management impacts of AIFMD / SIF law

Page 12: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management Best Practices

12

Risk Management and reporting for Real Estate

Page 13: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

Best practices How to properly structure a sound Risk Management approach

Main aspects to consider in risk approach:

1. Governance (Independence, Risk appetite, reporting lines...)

2. Risk Management throughout the investment process

3. Risk exposures at: • Fund level; • Sub-portfolio level (if any); • Investment level.

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Risk Management throughout the investment cycle

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Risk Management and reporting for Real Estate

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Risk Management and reporting for Real Estate

Risk Management throughout the investment cycle Risks must be analysed considering the investment value chain as well as the fund structure

• Understand and define investor risk appetite and include it throughout the investment management process

• Identify and maintain a reliable sourcing network

• Identify all risk exposures related to the selected project and ensure its adequacy with portfolio management

• Ability to gather the IC within a reasonable timeframe

• Quality of the first valuation and short due diligence

Sourcing

• Partners selection for due diligence

• Quantification of main risk indicators: Property risk (location, condition, sustainability, … ) income risk (tenants , cash-flows), economic and property market risks (supply and demand, macro and socio economic risks, financing, liquidity) , valuation risk.

• Establish acceptable risk limits.

• Measure and monitor identified risks. (property, income, financing including covenants, valuation , currency etc)

• Conduct periodic stress tests and scenario analysis.

• Monitor leverage ratio.

• Management and monitor liquidity (least relevant for closed ended unleveraged funds)

• Partners in negotiation

• Time required for sale

• Fund’s life and opportunity for sale

Structuring Pre-investment

analysis Preliminary internal

Go / No-Go • Quality of related

parties (investors, banks ...) and its evolution

• Direct investments or Fund of RE funds

• Adequacy of people profiles

• Maturity status of investments (e.g. Projects, built ...)

• Main strategy (e.g. Core, value added, opportunistic ...)

• Quality of process

• Type of investments (e.g. Offices, retail, logistics ...)

Fund structure Investment value chain

Selection Approval and negotiations

Investment Approval Fund disbursement

Assets and property management

Portfolio Management Finance and fund

management

Liquidation/ full exit

Due Diligence

Sc

re

en

A

cq

uir

e

Mo

nit

or

E

xit

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Definition of Key Risk Indicators (KRI) and risk dashboards

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Risk Management and reporting for Real Estate

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Risk Management and reporting for Real Estate

Definition of Key Risk Indicators (KRI) and risk dashboards Definition of a reporting framework and tool Use of a Key Risk Indicators database

Select your risk level, the kind of risks you want to evaluate, and Key Risk Indicators related to these type of risk.

Then, upload your selected KRIs to a dedicated tool

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Risk Management and reporting for Real Estate

Definition of Key Risk Indicators (KRI) and risk dashboards Definition of a reporting framework and tool Detailed Risk assessment

Summarised in easy to understand/review dashboards

Our solutions are flexible and fully tailored to your needs.

RE Fund

Investment 1 Investment 2

Sector 1

Sector 2

Investment 1 Investment 2

Page 19: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Reporting

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Risk Management and reporting for Real Estate

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Risk Management and reporting for Real Estate

Regulatory environment Reporting

Reporting under AIFMD

Annual report

Disclosure to investors

Reporting to competent authorities

Challenges

Moderate

• People: + • Data: + • Tools: +

High

• People: ++ • Data: ++ • Tools: ++

Very High

• People: +++ • Data: +++ • Tools: +++

Specific cases of AIFMs managing:

• Leveraged AIFs;

• AIFs acquiring of non-listed companies and issuers. Link to guidelines

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Service offering

21

Risk Management and reporting for Real Estate

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Risk Management and reporting for Real Estate

Risk appetite definition

Structuring of the risk

reporting framework

Preparation of the Risk

Management Process

Production of the Risk reports

“The amount of risk, on a broad level, an entity is willing to accept in pursuit of value”. In other words,

Risk Appetite is a high-level statement that sets boundaries on how much risk the organisation is prepared to accept

or refuse in order to achieve its strategic objectives.

Used effectively, Risk Appetite provides a structure within which opportunities can be pursued and downsides mitigated

by setting out which, why and how much risk the business is willing to take.

Risk Appetite is typically set by Top Management, should reflect investor aspirations and take regulator

requirements into consideration.

A well defined Risk Appetite statement should:

• Reflect strategy, objectives, business plans and stakeholder expectations;

• Be periodically reviewed with reference to evolving industry/market conditions.

Risk appetite

Strategy Risk Appetite

RM for Real Estate – PwC service offering

Page 23: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

Risk appetite definition

Structuring of the risk

reporting framework

Preparation of the Risk

Management Process

Production of the Risk reports

Per investment (including investment strategies), identification of the key risks to which it is exposed (bottom-up approach). In this context, we will take different types of information into account: • Information already included

in the offering memorandum;

• Detailed analysis of investments in the portfolio and potential investments (according to the investment policy);

• Experience gained through other related assignments.

Risk exposure identification

Definition of the KRI’s to be measured and monitored in order to have an appropriate risk monitoring process in place. In that context, we will also leverage on the KRI database that we structured throughout the different related assignments we performed.

KRI’s definitions

For each KRI defined, we will recommend techniques to properly measure them considering the information available. All the KRI’s and measurement methods will be gathered in a dedicated template that will then be used to collect and aggregate data.

Measurement methods

In order to allow the Board of Directors to take informed decisions, we will propose a set of risk dashboards properly summarizing the fund’s risk exposure.

Risk Monitoring

RM for Real Estate – PwC service offering

Page 24: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

All funds impacted by AIFMD/SIF law will have to describe the processes that have been put in place to identify measure, manage and monitor all the risks to which the fund is materially exposed or could be exposed considering, at the minimum: Market risk. Credit risk, Counterparty risk, Operational risk and Liquidity risk. The risk strategy that has been defined and implemented for all funds (according to step 1) will then be properly documented in the Risk Management Process (RMP) which will include the following key aspects:

1. Governance;

2. Risk identification, measurement, management and monitoring for the main risk categories (i.e. Market risk, Counterparty risk, Credit risk, Operational risk and Liquidity risk);

3. Reporting and escalation procedures.

Risk Management Process

Risk appetite definition

Structuring of the risk

reporting framework

Preparation of the Risk

Management Process

Production of the Risk reports

RM for Real Estate – PwC service offering

Page 25: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

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Risk Management and reporting for Real Estate

Following the step 2 and 3 and, based on what will be defined and validated by the client, PwC will then generate the risk reports based on the information (raw data) that will be obtained from the client and produce the risk reports at a frequency defined with the client. These reports will include the results of all Key Risk Indicators computed as well as a main dashboard summarizing the risk exposures results (traffic light approach giving status against agreed limits). In order to provide information relevant to the Fund, the defined risk appetite and the current risks exposures will be taken into account for the calibration of our Risk tool will be proposed and validated by the Board of the Fund.

Production of Risk reports

Data collection

Source 1

Source 2

Source 3

Source 4

Source 5

Data analysis

Data set complete

and quality

ok?

Yes

No

Reports production

RE Fund

Investment 1

Investment 2

Sector 1

Sector 2

Investment 1 Investment 2

RE Fund

Investment 1

Investment 2

Sector 1

Sector 2

Investment 1 Investment 2

RE Fund

Investment 1

Investment 2

Sector 1

Sector 2

Investment 1 Investment 2

Reports sent to the Risk Manager

Risk appetite definition

Structuring of the risk

reporting framework

Preparation of the Risk

Management Process

Production of the Risk reports

RM for Real Estate – PwC service offering

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Risk Management and reporting for Real Estate

RM for Real Estate – PwC service offering

Main related services:

1. Drafting of Risk Management Processes

2. Risk profiling using a detailed and tested approach

3. Structuring of tailored Risk Management/Monitoring tools

4. Ongoing assistance and production of Risk reporting for Risk Management team/director

http://www.pwc.lu/en/risk-management/docs/pwc-risk-management-for-real-estate.pdf

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Risk Management and reporting for Real Estate

Reporting for Real Estate - PwC service offering

Page 28: Risk Management and reporting for Real Estate - PwC · PDF filePwC 2 Risk Management and reporting for Real Estate 1. Preamble - Risk Management 2. Risk Management - Regulatory environment

Benjamin Gauthier Director, GRC services +352 49 48 48 - 4137 [email protected]

John Ravoisin Partner, Real Estate advisory leader +352 49 48 48 - 5456 [email protected]

This document has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not act upon the

information contained in this document without obtaining specific professional advice. No representation or warranty (express or implied) is given as to the

accuracy or completeness of the information contained in this document, and, to the extent permitted by law, PricewaterhouseCoopers, Société coopérative, its

members, employees and agents do not accept or assume any liability, responsibility or duty of care for any consequences of you or anyone else acting, or

refraining to act, in reliance on the information contained in this document or for any decision based on it.

© 2014 PricewaterhouseCoopers, Société coopérative. All rights reserved. In this document, “PwC” refers to PricewaterhouseCoopers, Société coopérative

Luxembourg, which is a member firm of PricewaterhouseCoopers International Limited, each member firm of which is a separate legal entity.

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