Order Execution Policy

Disclaimer: This document has been translated directly from nl-NL (Dutch). In the event of any discrepancies between this translation and the original Dutch version, the Dutch version shall prevail.

1. Introduction

Vive acts as asset manager (vermogensbeheerder); Vive Custody B.V. acts as custodian and administrator of investment portfolios. Vive does not execute transactions itself, but transmits orders exclusively to the selected executing party (hereinafter: 'Broker').

‍

2. Purpose of the policy

The purpose of this policy is to ensure that Vive, when transmitting orders, acts in the best interest of its clients. In doing so, Vive complies with the requirements of the Financial Supervision Act (Wet op het financieel toezicht, Wft) and the guidelines of MiFID II. This policy describes the measures Vive takes to promote careful and efficient order execution via the selected executing party. An order is executed in accordance with this policy. Vive takes all sufficient measures to achieve the best possible result for its clients in all cases.

When assessing best execution, Vive considers not only the execution of individual orders, but the result for the portfolio as a whole. Because Vive manages complete investment portfolios for clients, orders may be interdependent. Best execution therefore also means, for Vive: taking into account the coherence and sequencing of orders within a portfolio, so that the overall result for the client is as optimal as possible.

‍

3. Scope

This policy applies to all securities transactions on behalf of clients of Vive, which exclusively concern non-listed investment funds. No distinction is made in this policy between professional and non-professional (retail) clients. All funds are traded on the basis of their net asset value (NAV); transactions are executed at the next available NAV following receipt of the order within the cut-off time of the relevant fund.

‍

4. Roles and responsibilities

Vive Invest B.V.

• Acts as asset manager (vermogensbeheerder);
• Transmits securities transactions to Broker;
• Does not execute proprietary transactions on trading venues.

Vive Custody B.V.

• Exclusively carries out the administration of client positions.

Broker (currently: InsingerGilissen Bankiers N.V.)

• Is responsible for the actual execution of orders;
• Manages the omnibus account on which client positions are held;
• Applies its own order execution policy, which provides for, among other things: best execution in accordance with MiFID II; selection of trading venues and brokers; monitoring and evaluation of order execution.

‍

5. Best execution and order execution

Vive Invest aims to initiate and transmit orders on a daily basis. However, Vive Invest does not guarantee that orders will be initiated, transmitted or processed on any specific business day. This may depend on, among other things, cut-off times, processing periods of funds and third parties (including Broker), market conditions, operational or technical disruptions, and internal controls in the context of compliance, risk or fraud prevention measures.

Vive Invest reserves the right, where necessary, to temporarily delay or suspend the initiation or transmission of orders, insofar as this is necessary or desirable for compliance with laws and regulations, sound business operations (beheerste bedrijfsvoering), or the protection of clients' interests.

‍

6. Selection of the Broker

Vive selects the Broker as executing party on the basis of the following criteria:

• Experience and reputation in the market;
• Application of a best execution policy in accordance with MiFID II;
• Quality of reporting and execution;
• Transparency regarding costs and execution time.

Vive evaluates, at least annually, whether the Broker continues to meet these criteria. In doing so, consideration is given to, among other things, price, execution costs, speed, likelihood of execution, and consistency.

‍

7. Order transmission and specific instructions

Vive Invest aggregates orders from multiple clients where this contributes to an efficient order process. Buy orders are only aggregated with buy orders; sell orders only with sell orders. Buy and sell orders are never netted against each other. Allocation takes place on a fair and non-discriminatory basis, in accordance with internal procedures.

When transmitting orders, Vive takes into account:

• The nature of the financial instrument;
• The size of the order;
• Market conditions;
• Any specific instructions from the client.

Because Vive manages portfolios, the sequencing of orders within a portfolio may be relevant for liquidity, settlement and the overall result for the client. Vive may therefore, where appropriate in the interest of the client, transmit sell orders prior to related buy orders, for example to avoid a temporary negative cash balance or settlement risk. This does not constitute a fixed or automatic sequence; Vive assesses on a case-by-case basis which sequence is appropriate.

Where clients provide specific instructions, these will be followed. Vive does, however, draw clients' attention to the fact that specific instructions may lead to a less optimal execution result.

‍

8. Internal processing and exceptional circumstances

Vive ensures that the crediting or debiting of the client account in financial instruments takes place against the simultaneous debiting or crediting of the amount due or receivable on the designated cash account of the client. Vive does not carry out internal settlement of orders. In exceptional market circumstances (such as market disruptions or system failures), Vive may deviate from its standard policy, whereby the interest of timely and correct execution takes priority.

‍

9. Monitoring and evaluation

Vive Invest evaluates this order execution policy at least annually, and additionally upon material changes to the services, process design, the fund universe or the collaboration with the Broker, as well as upon structural incidents, complaints or deviations in order processing. Where this evaluation reveals that improvements are necessary, Vive takes appropriate measures. Amendments are communicated to clients without delay.

‍

10. Information provision to clients

Vive additionally refers clients to the current order execution policy of the Broker, which applies to the execution of orders carried out by the Broker.

‍

11. Annual publication and monitoring

Vive publishes the most current version of this order execution policy continuously in the app and on the website. Vive also complies with the obligation under Article 27 of MiFID II to publish annually (no later than 30 April) the principal execution venues per class of financial instruments. As Vive exclusively invests in non-listed investment funds and transmits orders exclusively via the Broker, this publication obligation is in practice limited to the relevant Broker and the fund managers involved.

‍

12. Conflicts of interest and remuneration

Vive does not receive any fees, discounts or other non-monetary benefits from the Broker in relation to order execution. Conflicts of interest are managed in accordance with Vive's internal policy on integrity and transparency.

‍

13. Agreement and consent

By entering into an asset management agreement (vermogensbeheerovereenkomst) with Vive, or by transmitting an order to Vive, the client is deemed to have expressly consented to this order execution policy and the order execution policy of the Broker. Vive also assumes that the client has read and understood this document. Upon request, Vive will explain the manner in which an order was executed in accordance with this order execution policy.