Disclosure under (EU) 2019/2088 – Sustainable Finance Disclosure Regulation (SFDR)

Date: 29.07.2024

Statement on principal adverse impacts of investment decisions on sustainability factors

Summary

BonVenture Management GmbH (BONVENTURE) (LEI: 391200HUY4QSI7W9NA30) manages BonVenture IV GmbH & Co. KG (hereinafter BONVENTURE IV) and BonVenture III GmbH & Co. KG (hereinafter BONVENTURE III). Both funds aim for sustainable investments in accordance with Article 9 of EU 2019/2088. Sustainable investment pursuant to Art. 2(17) SFDR means an investment in an economic activity that contributes to an environmental or social objective, provided that the investment does not significantly harm any environmental or social objective and that the investee companies follow good governance practices.

Additionally, the funds evaluate and address potential negative effects on various environmental, social, and governance (ESG) aspects through a comprehensive due diligence process. Key PAIs (Principal Adverse Impact) include greenhouse gas emissions, social issues like human rights and labor practices, and governance matters such as business ethics and anti-corruption.

The present PAI statement is the first consolidated statement on principal adverse impacts on sustainability factors of BONVENTURE. This statement on principal adverse impacts on sustainability factors covers the reference period from 1st of January to 31 December 2023.

Finally, as a qualified European Social Entrepreneurship Funds (EuSEF), BONVENTURE IV and BONVENTURE III are not only committed but also required to investing exclusively in companies with demonstrable positive social impact in accordance with EU Regulation No. 346/2013.

Description of the principal adverse impacts on sustainability factors

BONVENTURE’s goal is to identify and analyse main ESG challenges, risks and opportunities throughout the investment cycle. PAI indicators are a way of measuring how our investments negatively impact sustainability factors. Therefore, we consider principal adverse impacts as stated in Table 1 of Annex 1 of the delegated regulation supplementing Regulation (EU) 2019/2088 of investment decisions on sustainability factors on product level. Further we consider twoadditional PAIs as shown below.

PAI-Statement BONVENTURE IV (PDF)

PAI-Statement BONVENTURE III (PDF)

Description of policies to identify and prioritise principal adverse impacts on sustainability factors

BonVenture considers sustainability risks in its investment decision process. A sustainability risk is an environmental, social or governance (ESG) event or situation that, if it occurs, could have an actual or potential material adverse impact on the value of an investment.

As part of its standard procedure, BONVENTURE conducts a due diligence assessment of sustainability risks prior to investing. We conduct a high-level materiality analysis on ESG factors that could overcompensate the net positive impact. The outcome of this due diligence, including any identified sustainability risks, guides BONVENTURE’s Fund’s investment decisions.

How sustainability risk considerations are integrated in practices might differ among our investment teams as the relevance, availability of information and time horizon of sustainability risks will vary depending on the investment product’s characteristics. BonVenture reviews separately the sustainability risks which are potentially likely to cause a material negative impact on the value of its products’ investments.

Engagement Policies

BONVENTURE maintains a proactive approach to managing principal adverse impacts (PAIs) in its portfolio companies through continuous engagement facilitated by an appropriate governance structure, such as a board of directors. This engagement includes regular discussions with portfolio companies to identify and address any (potential) PAIs.

In instances where there is no reduction of PAIs over multiple periods, BONVENTURE will consult with the management of the concerned company to identify underlying causes. To support portfolio companies in effectively controlling, mitigating, and reducing such adverse impacts, BONVENTURE provides specialized training aimed at enhancing their capacity in this area.

Remuneration policy

As a registered alternative investment fund manager within the meaning of section 2 (4) of the German Investment Code (Kapitalanlagegesetzbuch, “KAGB”), BONVENTURE does not need to have a remuneration guideline or policy.

References to international standards

BONVENTURE applies its PAI based on relevant international conventions and norms, including, but not limited to the OECD Guidelines for Multinational Enterprises and UN Guiding Principles on Business and Human Rights. To achieve this, the Fund has integrated a comprehensive set of ESG-related questions into its processes. These questions address the alignment with the OECD Guidelines and the UN Guiding Principles and are included in the pre-investment ESG questionnaire as well as in the post-investment monitoring and support processes. This ensures that ESG considerations are thoroughly assessed and continuously monitored throughout the investment lifecycle.

For BONVENTURE, impact investing describes the financing of companies that demonstrably contribute to solving relevant social or ecological problems. Hence, BONVENTURE might invest in companies that align with the Paris Agreement but is not limited to such. We believe in the diversity of companies that have a true impact for society.

Disclosure of Product Information for Financial Products according to EU 2019/2088

 

BonVenture IV GmbH & Co. KG
LEI: 391200RC1S5W8L9B6U41

1. Summary

BonVenture IV GmbH & Co. KG (hereinafter BONVENTURE IV) is managed by BonVenture Management GmbH. BONVENTURE IV aims for sustainable investments in accordance with Art. 9 of EU 2019/2088. Sustainable investments, as described in Art. 2 of EU 2019/2088, are investments in an economic activity that contributes to the achievement of an environmental or social objective, provided that these investments do not significantly harm any of these objectives and that the companies invested in follow good governance practices. Furthermore, BONVENTURE IV, as a qualified European Social Entrepreneurship Fund (EuSEF), is obliged to invest exclusively in companies with demonstrable positive social impact in accordance with EU Regulation No. 346/2013.

2. No Significant Harm to the Sustainable Investment Objective

The investments of BONVENTURE IV do not significantly harm any of the sustainable investment objectives. This is ensured by considering the Principal Adverse Impacts (PAIs) of investment decisions on sustainability factors from the due diligence phase of the investment process onwards. The PAIs of BONVENTURE IV’s portfolio companies are assessed during the creation of an impact analysis and are regularly reviewed as part of the reporting process.

BONVENTURE IV collects all PAIs in Table 1 of the Regulatory Technical Standards (EU) 2022/1288 (RTS) for SFDR. Furthermore, BONVENTURE IV is committed to the guidelines on human rights and labor rights mentioned therein (OECD Guidelines for Multinational Enterprises, UN Guiding Principles on Business, Declaration of the International Labour Organisation on Fundamental Principles and Rights at Work, International Bill of Human Rights). In addition, BONVENTURE IV aligns its investment decisions and selection particularly with the United Nations Sustainable Development Goals and the Principles for Responsible Investments.

3. Sustainable Investment Objective of the Financial Product

The goal of our high-impact investments is dual returns: financial returns for entrepreneurs and investors and the creation of social value. BONVENTURE IV has particularly strict selection criteria for potential investments regarding sustainability and social impact. These criteria go beyond ESG standards and are described in detail under section 10. All portfolio companies must create ecological, social, and/or societal added value through their business models.

4. Investment Strategy

BONVENTURE IV invests according to the fund’s strategy in companies in the start-up and growth phases, provided there is proof of concept and market entry has been achieved with initial revenues. The geographical focus is on companies from the DACH region and, to a lesser extent, from other EU countries. Before investment decisions are made, entrepreneurs must undergo a structured due diligence process (see section 10).

Another important part of the fund’s strategy is the support of portfolio companies – usually in the form of an advisory board mandate – on both economic and impact-related issues. The company’s impact should be embedded in the business model in a way that the company’s growth simultaneously leads to an increase in impact. The aim of the advisory board engagement is therefore to secure and enhance the achievement of the desired social, ecological, or societal impact, and to initiate and implement additional measures.

5. Allocation of Investments

The goal of the BONVENTURE IV fund is for 100% of the investments to pursue the sustainable investment objective. This means that investments are made exclusively in portfolio companies with measurable ecological or social impact.

BONVENTURE IV remains open to investing in impact dimensions and economic activities that have not yet been classified as environmentally sustainable under the Taxonomy Regulation (EU) 2020/852. These include, for example, social business models in the fields of education, care, and health, or ecological projects aimed at preserving biodiversity or water supply. For this reason, no minimum proportion of taxonomy-compliant investments has been set in the portfolio.

6. Monitoring of the Sustainable Investment Objective

The foundation of monitoring the sustainable investment objective is the impact analysis. This evaluation assesses whether an investment achieves a positive overall impact on society and can serve as a basis for benchmarking and comparison with similar projects. BONVENTURE IV uses the established “Theory of Change” analysis and the IOOI framework to measure impact. A depiction of the “IOOI Theory of Change” can be found on our website.

For each portfolio company, BONVENTURE IV sets clear impact goals during due diligence with the help of an impact analysis. We verify and validate the impact logic using empirical evidence from studies or expert interviews. The investors’ advisory board decides on the evaluation of the impact chain and the definition of indicators (impact KPIs). These impact KPIs are used to define impact goals, allowing the achievement of impact for each investment to be tracked and assessed.

The impact KPIs are collected monthly or quarterly as part of the reporting process by the portfolio companies and compared with the established target values. To ensure the quality and plausibility of the impact logic, an annual impact audit is conducted by an external auditor. BONVENTURE is the first asset management company to conduct an impact audit. The aim is to create maximum transparency for investors and to verify the correctness and appropriateness of the impact goals.

7. Methods

The individual impact KPIs of all portfolio companies are collected monthly or quarterly and aggregated at the fund level. The annual target value of each company is weighted by its monetary share of the total investment of the fund. All weighted target values are cumulated at the fund level. Similar to the portfolio company level, the fund’s impact goal is achieved if development proceeds as planned.

8. Data Sources and Processing

The data sources used to achieve the sustainable investment objectives of BONVENTURE IV include, among others:

  • Pitch decks and discussions with potential portfolio companies
  • Empirical evidence from studies and expert interviews
  • Due diligence questionnaires, including the collection of ESG data using a reporting tool
  • Customer and target group surveys
  • Data from quality management
  • Financial and impact KPIs (quarterly reporting by the portfolio companies)
  • Indicators listed in Table 1 of Annex I of the technical regulatory standards (Delegated Regulation (EU) 2022/1288) to identify and assess potential negative impacts

The quality of the data is monitored by the investment team. In most cases, BONVENTURE takes a board seat in the portfolio companies. This ensures that the intended impact goals are achieved. BONVENTURE regularly exchanges information with advisors and experts to review the underlying data.

If necessary, the data can be supplemented by estimates based on plausible fact-based assumptions. This may be particularly required when creating impact analyses, as the impact is closely linked to the business model of the portfolio companies and its long-term success probability is based on assumptions. The need for estimates also depends heavily on the quality and availability of the data provided by the individual portfolio companies. Therefore, the proportion of estimated data cannot be specified in advance. Nevertheless, efforts are made to minimize the use of estimates.

9. Limitations Regarding Methods and Data

The collection of relevant data to assess the social or environmental impact of the portfolio companies, as well as ESG reporting, enables BONVENTURE IV to determine the scale of the impact of their investments and their future potential. It is particularly important that the success of the business model and the impact are closely linked, ensuring that the sustainable investment objective is not limited by the financial success of the portfolio company. BONVENTURE IV collaborates with independent experts in the preparation of the impact analysis, who point out possible limitations regarding the methodology. This ensures that these limitations do not affect the achievement of the sustainable
investment objective.

Nevertheless, the overall validity of long-term forecasts is limited. Since BONVENTURE IV invests in early-stage companies, the portfolio companies and their technologies are still in development. Therefore, the data that can be measured and provided by the portfolio companies are sometimes limited or based on assumptions and calculations. Consequently, the actual achievement of the sustainable investment objective can largely be predicted but never be definitively foreseen.

BONVENTURE IV addresses these methodological and data limitations by leveraging its more than twenty years of experience from previous projects, continuously improving existing standards through the collection of references, and developing new standards.

10. Due Diligence

In the context of due diligence, BONVENTURE primarily focuses on the following five criteria:

  • The business model must be innovative, meaning the company addresses a societal challenge in a new way or develops a new combination of existing solutions.
  • The founders, as social entrepreneurs, combine social commitment with entrepreneurial drive.
  • The impact, that is, the effect on society and/or the environment, must be measurable and verifiable.
  • The company aims for trans-regional growth while simultaneously increasing its impact.
  • The company has a proof of concept, is already in the market, and typically already generates revenue.

These criteria are assessed as part of an impact, commercial, market, financial, legal, tech, management, and ESG due diligence, for which external experts may be consulted for specific areas if necessary. The results of the due diligence process serve as the basis for the BONVENTURE IV investment committee’s decision to invest in the company.

11. Engagement Policy

Various measures are taken to support portfolio companies in achieving the sustainable investment objective. When an investment is successfully implemented, the desired impact is embedded in the investment agreement and in the company’s’ articles of associations. The portfolio companies are required to report to BONVENTURE IV on the information and ESG data needed for impact analysis on a quarterly basis. BONVENTURE IV also typically ensures through a board seat that the social purpose of the portfolio company cannot be changed without the consent of BONVENTURE IV and possibly other board members, in order to prevent “mission drift.”

12. Achievement of the Sustainable Investment Objective

The achievement of an objective for each investment is determined by comparing reported impact KPIs with planned target values. The aggregation of the achievement of objectives across all investments is then used to determine the overall portfolio impact goal on fund level. No benchmark has been established for the overall impact goal achievement, as the impact analysis is prepared individually for each portfolio company and reviewed by the investment advisory board of BONVENTURE IV.

 

BonVenture III GmbH & Co. KG
LEI: 91200KF0SQSOKAF0088

1. Summary

BonVenture III GmbH & Co. KG (hereinafter BONVENTURE III) is managed by BonVenture Management GmbH. BONVENTURE III aims for sustainable investments in accordance with Art. 9 of EU 2019/2088. Sustainable investments, as described in Art. 2 of EU 2019/2088, are investments in an economic activity that contributes to the achievement of an environmental or social objective, provided that these investments do not significantly harm any of these objectives and that the companies invested in follow good governance practices. Furthermore, BONVENTURE III, as a qualified European Social Entrepreneurship Fund (EuSEF), is obliged to invest exclusively in companies with demonstrable positive social impact in accordance with EU Regulation No. 346/2013.

2. No Significant Harm to the Sustainable Investment Objective

The investments of BONVENTURE III do not significantly harm any of the sustainable investment objectives. This is ensured by considering the Principal Adverse Impacts (PAIs) of investment decisions on sustainability factors from the due diligence phase of the investment process onwards. The PAIs of BONVENTURE III’s portfolio companies are assessed during the creation of an impact analysis and are regularly reviewed as part of the reporting process.

BONVENTURE III collects all PAIs in Table 1 of the Regulatory Technical Standards (EU) 2022/1288 (RTS) for SFDR. Furthermore, BONVENTURE III is committed to the guidelines on human rights and labor rights mentioned therein (OECD Guidelines for Multinational Enterprises, UN Guiding Principles on Business, Declaration of the International Labour Organisation on Fundamental Principles and Rights at Work, International Bill of Human Rights). In addition, BONVENTURE III aligns its investment decision and selection particularly with the United Nations Sustainable Development Goals and the Principles for Responsible Investments.

3. Sustainable Investment Objective of the Financial Product

The goal of our high-impact investments is dual returns: financial returns for entrepreneurs and investors and the creation of social value. BONVENTURE III has particularly strict selection criteria for potential investments regarding sustainability and social impact. These criteria go beyond ESG standards and are described in detail under section 10. All portfolio companies must create ecological, social, and/or societal added value through their business models.

4. Investment Strategy

BONVENTURE III invests according to the fund’s strategy in companies in the start-up and growth phases, provided there is proof of concept and market entry has been achieved with initial revenues. The geographical focus is on companies from the DACH region and, to a lesser extent, from other EU countries. Before investment decisions are made, entrepreneurs must undergo a structured due diligence process (see section 10).

Another important part of the fund’s strategy is the support of portfolio companies – usually in the form of an advisory board mandate – on both economic and impact-related issues. The company’s impact should be embedded in the business model in a way that the company’s growth simultaneously leads to an increase in impact. The aim of the advisory board engagement is therefore to secure and enhance the achievement of the desired social, ecological, or societal impact, and to initiate and implement additional measures.

5. Allocation of Investments

The goal of the BONVENTURE III fund is for 100% of the investments to pursue the sustainable investment objective. This means that investments are made exclusively in portfolio companies with measurable ecological or social impact.

BONVENTURE III remains open to investing in impact dimensions and economic activities that have not yet been classified as environmentally sustainable under the Taxonomy Regulation (EU) 2020/852. These include, for example, social business models in the fields of education, care, and health, or ecological projects aimed at preserving biodiversity or water supply. For this reason, no minimum proportion of taxonomy-compliant investments has been set in the portfolio.

6. Monitoring of the Sustainable Investment Objective

The foundation of monitoring the sustainable investment objective is the impact analysis. This evaluation assesses whether an investment achieves a positive overall impact on society and can serve as a basis for benchmarking and comparison with similar projects. BONVENTURE III uses the established “Theory of Change” analysis and the IOOI framework to measure impact.
A depiction of the “IOOI Theory of Change” can be found on our website.

For each portfolio company, BONVENTURE III sets clear impact goals during due diligence with the help of an impact analysis. We verify and validate the impact logic using empirical evidence from studies or expert interviews. The investors’ advisory board decides on the evaluation of the impact chain and the definition of indicators (impact KPIs). These impact KPIs are used to define impact goals, allowing the achievement of impact for each investment to be tracked and assessed.

The impact KPIs are collected monthly or quarterly as part of the reporting process by the portfolio companies and compared with the established target values. To ensure the quality and plausibility of the impact logic, an annual impact audit is conducted by an external auditor. BONVENTURE is the first asset management company to conduct an impact audit. The aim is to create maximum transparency for investors and to verify the correctness and appropriateness of the impact goals.

7. Methods

The individual impact KPIs of all portfolio companies are collected monthly or quarterly and aggregated at the fund level. The annual target value of each company is weighted by its monetary share of the total investment of the fund. All weighted target values are cumulated at the fund level. Similar to the portfolio company level, the fund’s impact goal is achieved if development proceeds as planned.

8. Data Sources and Processing

The data sources used to achieve the sustainable investment objectives of BONVENTURE III include, among others:

  • Pitch decks and discussions with potential portfolio companies
  • Empirical evidence from studies and expert interviews
  • Due diligence questionnaires, including the collection of ESG data using a reporting tool
  • Customer and target group surveys
  • Data from quality management
  • Financial and impact KPIs (quarterly reporting by the portfolio companies)
  • Indicators listed in Table 1 of Annex I of the technical regulatory standards (Delegated Regulation (EU) 2022/1288) to identify and assess potential negative impacts

The quality of the data is monitored by the investment team. In most cases, BONVENTURE takes a board seat in the portfolio companies. This ensures that the intended impact goals are achieved. BONVENTURE regularly exchanges information with advisors and experts to review the underlying data.

If necessary, the data can be supplemented by estimates based on plausible fact-based assumptions. This may be particularly required when creating impact analyses, as the impact is closely linked to the business model of the portfolio companies and its long-term success probability is based on assumptions. The need for estimates also depends heavily on the quality and availability of the data provided by the individual portfolio companies. Therefore, the proportion of estimated data cannot be specified in advance. Nevertheless, efforts are made to minimize the use of estimates.

9. Limitations Regarding Methods and Data

The collection of relevant data to assess the social or environmental impact of the portfolio companies, as well as ESG reporting, enables BONVENTURE III to determine the scale of the impact of their investments and their future potential. It is particularly important that the success of the business model and the impact are closely linked, ensuring that the sustainable investment objective is not limited by the financial success of the portfolio company. BONVENTURE III collaborates with independent experts in the preparation of the impact analysis, who point out possible limitations regarding the methodology. This ensures that these limitations do not affect the achievement of the sustainable investment objective.

Nevertheless, the overall validity of long-term forecasts is limited. Since BONVENTURE III invests in early-stage companies, the portfolio companies and their technologies are still in development. Therefore, the data that can be measured and provided by the portfolio companies are sometimes limited or based on assumptions and calculations. Consequently, the actual achievement of the sustainable investment objective can largely be predicted but never be definitively foreseen.

BONVENTURE III addresses these methodological and data limitations by leveraging its more than twenty years of experience from previous projects, continuously improving existing standards through the collection of references, and developing new standards.

10. Due Diligence

In the context of due diligence, BONVENTURE primarily focuses on the following five criteria:

  • The business model must be innovative, meaning the company addresses a societal challenge in a new way or develops a new combination of existing solutions.
  • The founders, as social entrepreneurs, combine social commitment with entrepreneurial drive.
  • The impact, that is, the effect on society and/or the environment, must be measurable and verifiable.
  • The company aims for trans-regional growth while simultaneously increasing its impact.
  • The company has a proof of concept, is already in the market, and typically already generates revenue.

These criteria are assessed as part of an impact, commercial, market, financial, legal, tech, management, and ESG due diligence, for which external experts may be consulted for specific areas if necessary. The results of the due diligence process serve as the basis for the BONVENTURE III investment committee’s decision to invest in the company.

11. Engagement Policy

Various measures are taken to support portfolio companies in achieving the sustainable investment objective. When an investment is successfully implemented, the desired impact is embedded in the investment agreement and in the company’s’ articles of associations. The portfolio companies are required to report to BONVENTURE III on the information and ESG data needed for impact analysis on a quarterly basis. BONVENTURE III also typically ensures through a board seat that the social purpose of the portfolio company cannot be changed without the consent of BONVENTURE III and possibly other board members, in order to prevent “mission drift.”

12. Achievement of the Sustainable Investment Objective

The achievement of an objective for each investment is determined by comparing reported impact KPIs with planned target values. The aggregation of the achievement of objectives across all investments is then used to determine the overall portfolio impact goal on fund level. No benchmark has been established for the overall impact goal achievement, as the impact analysis is prepared individually for each portfolio company and reviewed by the investment advisory board of BONVENTURE III.