ESG and Sustainable Finance Disclosures

1. Introduction

KENDRIS Capital Limited (the “Company”) is a limited liability company, incorporated in accordance with the Laws of the Republic of Cyprus with registration number HE418401. The Company is licensed and regulated by the Cyprus Securities and Exchange Commission (“CySEC”) as an Alternative Investment Fund Manager (“AIFM”) under the Alternative Investment Fund Managers Law 56(I)/2013, as amended (the “AIFM Law”), with authorisation number AIFM42/56/2013.

These disclosures have been prepared in accordance with Regulation (EU) 2019/2088 on sustainability-related disclosures in the financial services sector (“SFDR”); Commission Delegated Regulation (EU) 2022/1288, as amended (the “SFDR Regulatory Technical Standards” or “SFDR RTS”); Regulation (EU) 2020/852 on the establishment of a framework to facilitate sustainable investment (the “EU Taxonomy Regulation”); Commission Delegated Regulation (EU) No 231/2013, as amended by Commission Delegated Regulation (EU) 2021/1255 as regards sustainability risks and sustainability factors to be taken into account by AIFMs; the AIFM Law; and applicable guidance issued by CySEC, ESMA and the European Supervisory Authorities, including CySEC Circular C704.

The SFDR and its RTS establish a harmonised framework for sustainability-related disclosures by financial market participants, including AIFMs. Commission Delegated Regulation (EU) 2021/1255 also requires AIFMs to integrate sustainability risks into their investment decision-making, due diligence, organisational arrangements, risk-management systems and internal controls.

In line with these requirements, the Company publicly discloses the following information:

Its sustainability risks policy (Article 3 of the SFDR),
Information on whether the Company considers Principal Adverse Impacts (PAIs) of investment decisions on sustainability factors (Article 4 SFDR), and
A statement on how its Remuneration Policy is consistent with the integration of sustainability risks (Article 5 of the SFDR).

The following information is based on the current understanding of the regulatory framework in place and may therefore vary based on additional texts published by the regulators. Please contact the Company for up-to-date information on approach.

The Company recognises that accurate and transparent sustainability-related disclosures are in the best interests of the Funds under management and their investors. The Company shall ensure that these disclosures are consistent with its internal policies, the constitutional and offering documents of each Fund, the Funds’ actual investment strategies and portfolio holdings, and any related website content or marketing communications.

As at the date of these disclosures, the Company manages only Funds that make disclosures under Article 6 SFDR. These Funds do not promote environmental or social characteristics and do not have sustainable investment as their objective. This position shall be verified before publication and kept under review for each Fund, taking into account its binding investment criteria, exclusions, offering documents, name, website content and marketing communications.

2. Sustainability risks policy

The Company acknowledges the impacts that sustainability risks can impose on the Funds managed and considers the approach to integrate the risks stemming from sustainability issues described in this policy as strengthening its fiduciary duties towards the investors of the Funds managed.

Before any investment decisions are made on behalf of any Funds that the Company manages, the Company will have completed a process that identifies the material risks associated with each proposed investment, including sustainability risks.

Sustainability risks are integrated into the Company’s investment decision-making process through:

Pre-trade assessment of sustainability‐related risk factors;
Ongoing monitoring of portfolio exposures to ESG risks; and
Oversight by the Risk Management and Compliance functions.

Detailed information on Company’s approach to integrate sustainability risks into the investment decision making process (pre-trade assessment process) can be found in the dedicated Sustainability Risk Policy, which has been established in accordance with the requirements of the SFDR and is available upon request.

In case the Company delegated the portfolio management function to an external portfolio manager being located in one of the member states of the European Union, and the portfolio manager integrated sustainability risks in his investment decision additional information on the integration of sustainability risks into the investment decision making process (pre-trade assessment) can be found on the website of the specific portfolio manager.

In all cases, the Company fulfils its risk management duties internally towards the Funds managed as an AIFM by including sustainability risks in its post-trade risk assessments.

3. No consideration of adverse impacts of investment decisions on sustainability factors

Pursuant to Article 4(1)(b) SFDR, the Company does not currently consider the adverse impacts of its investment decisions on sustainability factors in the manner prescribed by the SFDR and the SFDR RTS.

In reaching this decision, the Company has considered its size; the nature and scale of its activities; the investment strategies, asset classes and structures of the Funds under management; and the availability, quality, consistency, coverage and comparability of the information required for the mandatory PAI indicators listed in Table 1 of Annex I to the SFDR RTS.

Certain Funds may invest in private or unlisted entities, indirect investment structures or other asset classes for which complete, consistent and independently verifiable information is not readily available across all mandatory PAI indicators. The Company does not currently consider that it can calculate and report the prescribed indicators across all its investment decisions in a sufficiently reliable, meaningful and comparable manner. This decision is based on the Company’s current operational scope and the limitations identified across the relevant investment strategies and indicators; it is not based solely on a general assertion that sustainability data are unavailable.

The Company does not currently intend to consider PAIs in the manner prescribed by Article 4(1)(a) SFDR. It shall nevertheless reassess this decision at least annually and following any material change to its size, activities, investment strategies, Funds under management, data availability, systems, resources or the applicable regulatory framework. The review shall be performed by reference to the indicators listed in Table 1 of Annex I to the SFDR RTS. If the Company decides to consider PAIs in the future, it shall publish the required information and the intended implementation date on its website.

The Company’s decision not to consider PAIs under Article 4 SFDR does not mean that environmental, social or governance matters are disregarded. Relevant sustainability factors may still be considered as part of the Company’s investment due diligence and sustainability-risk assessment. Such consideration shall not be described as formal PAI consideration unless the requirements of Article 4 SFDR and the SFDR RTS are satisfied.

4. Remuneration policy

The Company’s remuneration framework is designed to promote sound and effective risk management and to avoid incentives that could lead to excessive risk-taking that is inconsistent with the risk profile, investment strategy or constitutional and offering documents of any Fund under management.

Staff may receive a combination of fixed remuneration (salary and benefits) and variable remuneration (including bonus). Variable remuneration for relevant staff, where applicable, shall take into account compliance with all the Company’s policies and procedures, including those relating to the impact of sustainability risks on the investment decision making process.

The remuneration framework is designed not to reward or encourage the disregard or understatement of sustainability risks, circumvention of applicable investment restrictions, or the misrepresentation of a Fund’s investment strategy or sustainability-related characteristics. Any material breach of the Company’s sustainability-risk requirements may be taken into account in the relevant staff member’s performance assessment and remuneration determination, in accordance with the Remuneration Policy.

The remuneration policy can be separately provided on request by the Company.

5. EU Taxonomy Disclosure

As at the date of these disclosures, the Funds under management are not subject to Article 8(1) or Article 9(1), (2) or (3) SFDR. Accordingly, Article 7 of the EU Taxonomy Regulation applies, and the following statement is applicable to those Funds:

“The investments underlying this financial product do not take into account the EU criteria for environmentally sustainable economic activities.” The above statement does not mean that sustainability risks are disregarded. Sustainability risks continue to be identified, assessed, managed and monitored in accordance with the Company’s policies and applicable AIFM requirements.

The prescribed statement shall also be included in the pre-contractual disclosures and periodic reports of each relevant Fund. Its publication on this website does not replace the Fund-level disclosures required under Article 7 of the EU Taxonomy Regulation.

The Company shall review this position if it begins to manage a Fund that promotes environmental or social characteristics or has sustainable investment as its objective.

6. Review and monitoring

The Company shall review these disclosures at least annually and whenever there is a material change to the applicable regulatory framework, the Company’s policies or procedures, the Funds under management, the Funds’ SFDR classifications, or the manner in which sustainability risks are integrated into investment and risk-management processes.

The review shall assess the consistency of these disclosures with the Company’s ESG and Sustainability Risk Management Policy, Remuneration Policy, Conflicts of Interest Policy, Fund offering documents, periodic reports, portfolio holdings and marketing communications. It shall also reassess the Company’s decision not to consider PAIs under Article 4 SFDR.

The Compliance Function shall coordinate the review of the website disclosures. Material amendments shall be submitted to the Board of Directors for approval before publication. Factual or regulatory errors shall be corrected without undue delay.

In accordance with Article 12 SFDR, the Company shall keep the information published under Articles 3 and 5 SFDR up to date. Where such information is amended, the Company shall publish on the same website a clear explanation of the material changes. The Company shall maintain appropriate internal records of previous versions and their publication dates.

Date of previous publication: December 2025
Last Update: September 2026

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Kendris Capital Limited is authorized by the Cyprus Securities and Exchange Commission with authorization number AIFM42/56/2013.

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