European Disclosures and UK Regulatory Information

AFM-Related Disclosures
  • Information relating to Tetragon’s offering, sale, repurchase or repaid shares is available on the Tetragon website.
  • Proposals for material changes to Tetragon’s terms and conditions are available on the Tetragon website, as applicable.
  • Tetragon’s monthly statements are available on the Tetragon website.
  • Information regarding depositaries associated with Tetragon which must be entered in the Trade Register of the Chamber of Commerce is available on the Tetragon website, as applicable.
UK regulatory disclosures

TFG Asset Management UK LLP

Modern Slavery Statement

Modern Slavery Statement 2024

*TFG Asset Management UK LLP includes Tetragon Financial Group Limited and its subsidiaries, including TFG Asset Management UK Limited, TFG UK RE Ltd, and TFG Asset Management UK LLP. TFG Asset Management UK LLP is authorised and regulated by the UK Financial Conduct Authority.

Shareholder Rights Directive

FCA COBS Rule 2.2B.3R requires every FCA authorised asset manager that invests in listed equities to:

(1) develop and publicly disclose on its website, a copy of its engagement policy which includes the content specified in the amended EU Shareholder Rights Directive (Directive 2007/36/EC); and

(2) publicly disclose on an annual basis how its engagement policy has been implemented, including a general description of its voting behaviour, an explanation of its most significant votes and details of its use of the services of proxy advisors, or, in either case, to publicly disclose a clear and reasoned explanation of why it has chosen not to comply with those requirements.

TFG Asset Management UK LLP has considered carefully whether it wishes to adopt an engagement policy and to make the disclosures described above and has, for the time being, decided not to do so. The reason that it has made that decision is that TFG Asset Management UK LLP manages assets in accordance with a strategy that involves a wide variety of assets and timeframes. For the portion that is more focussed on equities, the relevant exposure to equities is often obtained through swap positions (particularly in relation to European issuers, which represents TFG Asset Management UK LLP’s main geographical focus). Where equities exposures are held via a swap position, the opportunities for shareholder engagement are more limited, when compared with physical shareholdings (for example, a swap holder is not entitled to vote at general meetings of the issuer). Therefore, while TFG Asset Management UK LLP supports the general principles of shareholder engagement, it does not at this time (for the reasons set out above) consider it appropriate to adopt an engagement policy or make the relevant public disclosures.  TFG Asset Management UK LLP will keep its position under review and will update this section of its website accordingly, if there is a change in its approach.

UK Stewardship Code

Under the FCA’s Conduct of Business Sourcebook (“COBS”), COBS 2.2.3R, TFG Asset Management UK LLP is required to include on its website a disclosure about the nature of its commitment to the UK Financial Reporting Council’s Stewardship Code (the “Code”) or, where it does not commit to the Code, its alternative investment strategy. The Code is a voluntary code and sets out a number of principles relating to engagement by investors with the companies or other assets in which they are invested.

TFG Asset Management UK LLP acts as the investment manager to certain private investment funds and other accounts (collectively, the “TFG Asset Management UK Funds”). TFG Asset Management UK LLP’s pursues a multi-strategy investment approach, investing in a variety of jurisdictions globally. While TFG Asset Management UK LLP generally supports the objectives that underlie the Code, it has chosen not to commit to the Code.  TFG Asset Management UK LLP’s approach in relation to engagement with issuers (and members of their management teams) in all of the jurisdictions in which the TFG Asset Management UK Funds invest is determined on a case-by-case basis. Consequently, TFG Asset Management UK LLP does not consider it appropriate to commit to any particular voluntary code of practice relating to any individual jurisdiction. TFG Asset Management UK LLP will keep its approach towards the Code under periodic review and if that approach changes it will amend this disclosure accordingly.

Welcome to Tetragon Financial Group Limited

Please read the Terms of Use below carefully. You must accept these terms before you can proceed.


Compliance with Applicable Laws and Regulations

The information on this website is for information purposes only. It does not constitute an offer to sell any security or investment product, nor does it constitute professional advice. Any product and service mentioned in this website are not offered to any person or entity in any jurisdiction or country where the advertisement, offer, solicitation, provision or sale of such product and service is restricted or prohibited by law or regulation or where Tetragon or any of its respective affiliates would be subject to any regulation or licensing requirement.

Users of this website are responsible for observing all applicable laws and regulations in their relevant jurisdictions before proceeding to access the information contained herein. By proceeding to access the information, users are deemed to have represented and warranted that the applicable laws and regulations of their relevant jurisdiction allow them to do so. No information contained on this website constitutes or would be deemed to constitute an invitation in any jurisdiction to invest or otherwise deal in Tetragon’s non-voting shares.

Restrictions on Ownership by U.S. Persons

Tetragon’s shares have not been and will not be registered under the United States Securities Act of 1933. Consequently, Tetragon shares may not be offered, sold or otherwise transferred within the United States or to, or for the account or benefit of, “U.S. persons” as defined in Regulation S under the Securities Act absent registration or an exemption from registration under the Securities Act. No public offering of any Tetragon shares is being, or has been, made in the United States.

In addition, Tetragon has not been and will not be registered under the United States Investment Company Act of 1940. Direct or indirect beneficial ownership of securities issued by Tetragon to any U.S. person who is not a “qualified purchaser” as defined in the Investment Company Act and applicable rules thereunder is prohibited. Under Tetragon’s Articles of Incorporation, the directors of Tetragon may in certain circumstances compel the transfer of any Tetragon shares owned directly or beneficially by any person who is not a “qualified purchaser”.

Furthermore, Tetragon shares may not be held by any “benefit plan investor” that is subject to Title I of the United States Employee Retirement Income Security Act of 1974. Tetragon’s Articles of Incorporation prohibit any “ERISA Person” from acquiring or holding Tetragon shares. The consequences of failing to comply with this prohibition include the divestment of the relevant shares and the forfeiture of any dividends previously received with respect to such shares, as well as any gains from their disposition.

Ownership by Persons in Europe

Tetragon’s non-voting shares are not intended for European retail investors. Tetragon anticipates that its typical investors will be institutional and professional investors who wish to invest for the long term and who have experience in investing in financial markets and collective investment undertakings and are capable themselves of evaluating the merits and risks of Tetragon shares and who have sufficient resources both to invest in potentially illiquid securities and to be able to bear any losses (which may equal the whole amount invested) that may result from the investment.

No Representation, Warranty or Reliance

No representation or warranty (including liability towards third parties), express or implied, is made as to the accuracy, reliability or completeness of any information contained on this website. Tetragon undertakes no duty to update any such information. Nothing contained on this website constitutes investment, legal, tax or other advice and is not to be relied on in making an investment or other decision. You should obtain relevant and specific professional advice before making any investment decision.

The information and opinions contained in this website are provided without any warranty of any kind, either expressed or implied, to the fullest extent permissible pursuant to applicable law. Neither Tetragon nor any of its affiliates further assumes any responsibility for, and makes any warranties that, information and supplies contained on this website will be uninterrupted or error-free, that defects will be corrected, or that this website or the servers that make it available will be free of viruses or other harmful components.

Forward-Looking Statements

Nothing in this website is, or should be relied on as, a promise or representation as to the future. This website contains forward-looking statements, which reflect the views of Tetragon with respect to, among other things, Tetragon’s operations. Investors can identify these forward-looking statements by the use of words such as “believe”, “expect”, “potential”, “continue”, “may”, “will”, “should”, “seek”, “approximately”, “predict”, “intend”, “plan”, “estimate”, “anticipate” or other comparable words. These forward-looking statements are subject to various risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Should any assumptions underlying the forward-looking statements contained on this website prove to be incorrect, the actual outcome or results may differ materially from outcomes or results projected in these statements. Neither Tetragon nor any of its affiliates undertakes any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by applicable law or regulation.

Linked Sites

Tetragon has not reviewed any website linked to this website and Tetragon is not responsible for the contents of off-site pages or any other websites linked or linking to this website. If you follow any links off this website you do so at your own risk.

Links to this website may not be established without the prior written consent of Tetragon.

Liability Waiver

To the maximum extent permitted by applicable law, you agree that under no circumstances, including, but not limited to, negligence, shall Tetragon or any of its affiliates be liable for any direct, special or consequential damages that result from the access or use of, or the inability to access or use, the materials on this website.

If you proceed to access the information included in this website, you acknowledge that you have read and agree with the above Terms of Use.

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