Diversity, Equity & Inclusion Overview

Article 3g of SRD II, which is summarised in the FCA Handbook under COBS 2.2B, requires a firm such as HBC UK LLP to either:

• develop and disclose an engagement policy describing how the firm integrates shareholder engagement in its investment strategy; or
• disclose why the firm has chosen not to comply with those requirements.

The above engagement policy is limited to the extent that a firm invests on behalf of investors in shares traded on a regulated market (or on third country markets that meet comparable requirements and where the shares dealt in are of a quality comparable to those in a regulated market in the UK).

The firm’s investment strategy is such that whilst the firm may invest in shares traded on a regulated market (or comparable market), the resultant holdings are for investment purposes and the firm does not take explicitly activist positions.

While HBC UK LLP generally supports the objectives that underlie SRD II, for the above reason the firm has chosen not to produce an engagement policy at this time. The Firm will keep its approach to the Code under periodic review and if its investment strategies change in such a manner that the provisions of the Code become relevant, the Firm will amend this disclosure accordingly.

Under the Financial Conduct Authority’s (“FCA”) Conduct of Business Rules 2.2A.5, HBC UK LLP is required to make a public disclosure on its website in relation to the nature of its commitment to the Financial Reporting Council’s (“FRC”) Stewardship Code.

The Code was first published by the FRC in July 2010 and it was updated in September 2012. Subsequently, the FRC published the new UK Stewardship Code 2020 (“2020 Code”), which took effect from 1 January 2020, and consists of 12 Principles for asset managers and asset owners, and six Principles for service providers.

The Code applies on a ‘comply or explain’ basis and is voluntary, aiming at enhancing the quality of engagement between institutional investors and companies, to help improve long-term returns to shareholders and provide for the efficient exercise of governance responsibilities by setting out good practice on engagement with investee companies that institutional investors should aspire to.

The FRC defines ‘stewardship’ as ‘the responsible allocation, management and oversight of capital to create long-term value for clients and beneficiaries leading to sustainable benefits for the economy, the environment and society.’

The 2020 Code Principles are:

1. Signatories’ purpose, investment beliefs, strategy, and culture enable stewardship that creates long-term value for clients and beneficiaries leading to sustainable benefits for the economy, the environment and society.
2. Signatories’ governance, resources and incentives support stewardship.
3. Signatories manage conflicts of interest to put the best interests of clients and beneficiaries first.
4. Signatories identify and respond to market-wide and systemic risks to promote a well-functioning financial system.
5. Signatories review their policies, assure their processes and assess the effectiveness of their activities.
6. Signatories take account of client and beneficiary needs and communicate the activities and outcomes of their stewardship and investment to them.
7. Signatories systematically integrate stewardship and investment, including material environmental, social and governance issues, and climate change, to fulfil their responsibilities.
8. Signatories monitor and hold to account managers and/or service providers.
9. Signatories engage with issuers to maintain or enhance the value of assets.
10. Signatories, where necessary, participate in collaborative engagement to influence issuers.
11. Signatories, where necessary, escalate stewardship activities to influence issuers.
12. Signatories actively exercise their rights and responsibilities.

Whilst supporting the objectives underlying the Code and adhering to the highest standards of corporate governance and due diligence in respect of its investments the Firm, having considered the 2020 Code, believes that the Principles are not applicable to its investment activities at this time. Should that change in the future, the Firm will review its commitment to the Code and update this disclosure accordingly. This disclosure will be reviewed at least annually. For any questions regarding this disclosure email jkhan@hudsonbaycapital.com.

Disclosure last updated: 13/09/2024

Hudson Bay’s operations are speculative and involve a high degree of risk. In reviewing the content of this website (the “Website”) you must keep in mind the speculative and unpredictable nature of the markets in which Hudson Bay trades and that its performance and experience to date may not be indicative, or even representative, of its future operations.

Past results are not necessarily indicative of future performance. Hudson Bay investors could lose all or substantially all of their investment at any given time and from time to time, with a corresponding materially adverse effect on Hudson Bay itself. The Website does not constitute an offer to sell or the solicitation of an offer to buy any of Hudson Bay’s advisory services or products. Any such offer or solicitation would be subject to material legal restrictions and requirements; the Website neither complies nor attempts to comply with any of these. The information contained in the Website does not purport to be complete or accurate and is qualified in its entirety by reference to the information set forth in the applicable operative documents for Hudson Bay advisory services and products, which contain descriptions of the material terms (including, but not limited to, risk factors, conflicts of interest and tax implications) relating to any such investment. No one may rely on any information in the Website for purposes of making any form of investment decision or commitment.

To the extent permitted by applicable law, neither Hudson Bay Capital Management LP, Hudson Bay Capital Associates LLC, nor their respective affiliates, officers, directors, employees, principals or agents (collectively, "Hudson Bay") will be liable to you or any other person for any errors or omissions in the production or content of the Website nor will they under any circumstances be liable to you or any other person for any loss or damage (whether direct, indirect, special, incidental, economic, or consequential, exemplary or punitive) arising from, connected with, or relating to the use of, or inability to use, the Website, or any action or decision made by you or any other person in reliance on the Website (which you agree not to take on the basis of any of the information set forth herein), any material misstatements or omissions in the information presented, or any unauthorized use or reproduction of the Website.

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The information, software and services published on this website may include inaccuracies or typographical errors. Due to various factors, including the inherent possibility of human and mechanical error, the accuracy, completeness, timeliness and correct sequencing of such information, software and services and the results obtained from their use are in no respects guaranteed by Hudson Bay or any persons creating or transmitting such information, software and services and none of the foregoing should be relied upon.

By accessing or using this Hudson Bay Capital Management LP and its affiliates (collectively, "Hudson Bay") website (the "Site"), you hereby accept and agree to comply with the terms and conditions set forth in this User Agreement. This User Agreement is a binding agreement between you and Hudson Bay, and governs your access and use of the Site, which includes any text, graphics, user interfaces, information, data, tools, products, services and other content (together, "Content") available on or through the Site. You may contact Hudson Bay by e-mail at IR@hudsonbaycapital.com with questions about the terms and conditions of this User Agreement.

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