Bouwinvest is the alternative investment fund manager (AIF) of the Fund and as such is responsible for portfolio management and risk management. Bouwinvest, on behalf of the Fund, conducts the business activities related to the entire real estate investment process to achieve the Fund’s investment objectives. Bouwinvest believes responsible business practices are a vital element in achieving the targeted return on investment. Bouwinvest is structured as a private limited liability company. bpfBOUW holds 100% of the shares in Bouwinvest.
Board of Directors
Bouwinvest’s Board of Directors consists of the Chief Executive Officer, also Statutory Director, the Chief Finance & Risk Officer, the Chief Investment Officer Dutch Investments and the Chief Investment Officer International Investments. The Statutory Director is appointed by the Bouwinvest General Meeting of Shareholders following nomination by Bouwinvest’s Supervisory Board. The Board of Directors is governed by Dutch law, as well as a set of regulations that also outline its tasks and responsibilities.
Supervisory Board
Bouwinvest has an independent Supervisory Board with a minimum of three and a maximum of five members. The Supervisory Board currently has four members. The maximum term of office is four years, with the possibility of reappointment for an additional four years. The role of the Supervisory Board is to supervise the policies of the Board of Directors and the general affairs of the company and its related business. The Supervisory Board is responsible for the quality of its own performance. The members of the Supervisory Board are appointed by the Bouwinvest General Meeting of Shareholders. In carrying out its duties, the Supervisory Board is guided by the interests of Bouwinvest and its related business.
Policies, rules and regulations
Corporate Governance Code
Although the Dutch Corporate Governance Code does not apply directly to Bouwinvest, as it is an unlisted company, the Board of Directors endorses the best practices of the Code as far as these are applicable to Bouwinvest and practical.
Code of Conduct
Bouwinvest has drawn up a Code of Conduct that applies to all its employees and which includes additional rules that specifically apply to the Board of Directors and Supervisory Board with respect to conflicts of interest and investments. The Code of Conduct deals with issues such as ethical behaviour, conflicts of interest, compliance with laws and (internal and external) regulations, CSR, health and safety, as well as our business partners. Bouwinvest has also instituted a whistleblower policy to deal with the reporting and investigation of potential or suspected unethical behaviour. All employees receive code of conduct training.
Conflicts of Interest policy
Bouwinvest has a Conflicts of Interest policy. The purpose of this policy is to ensure that no material conflicts of interest occur that are damaging for investors in the Fund, the Fund or Bouwinvest. The policy also describes how Bouwinvest should act with respect to the allocation of different investment opportunities over the respective funds and clients. The policy is intended to supplement but not replace any applicable Dutch laws governing conflicts of interest.
In 2018, there were, except related party transactions, no conflicts of interest as referred to in the Bouwinvest Conflicts of Interest Policy, neither between the members of the Board of Directors, the management company, the Fund and/or other funds managed by the management company.
Funds managed by Bouwinvest
Bouwinvest manages the following alternative investment funds:
Bouwinvest Dutch Institutional Residential Fund N.V.
Bouwinvest Dutch Institutional Retail Fund N.V.
Bouwinvest Dutch Institutional Office Fund N.V.
Bouwinvest has separate mandates from bpfBOUW for the management of international real estate investments in Europe, North America and Asia Pacific, hotel properties through Bouwinvest Dutch Institutional Hotel Fund N.V. and health care properties through Bouwinvest Dutch Institutional Healthcare Fund N.V.