Altamir - Registration Document 2016

2

CORPORATE GOVERNANCE

Report of the Chairman of the Supervisory Board

All the systems have a significant user base. The accounting system is used in France, and CV3 is used throughout the world. They are well documented. The two transaction processing systems are used independently of eachother. The accountingdepartment uses SageComptabilité 100whereas fundadministrationusesCV3. As a result, information must be reconciled and checked during reporting. Once the Audit Committee has completed its investigations, it addresses its comments and recommendations to theSupervisory Board. Valuation of the securities in the portfolio For a portfoliomanagement firm, reporting is based in particular on the valuation of the securities in its portfolio. A half-yearly valuation is prepared by each partner in charge of an equity investment held by the Apax France VII fund. Their proposals are reviewed and may be amended during the meetings of all the partners. Altamir’s Audit Committeemay also question a valuation. The valuations derived from financial models (for securities acquired in LBOs) are checked by the finance department, which carries out tests of consistency with past valuations. As indicated above, the process of preparing and checking valuations has been improved to include measures such as an analysis of the value created over time. The Statutory Auditors and the finance department review the valuations with the sector teams. For the Apax France VIII-B, Apax France IX-B, Apax VIII LP and Apax IXLP funds, the finance department and StatutoryAuditors rely on the reviews performed by the Statutory Auditors of those entities, as well as on interviews directly with the investment teams. B. Summary of the internal control procedures implemented by the Company The full set of procedures can be found in the internal control guidelines. Thepresentationof theparties involved inoperations andcontrols hasalreadyservedtodescribehowthespecificcommitteescontrol and monitor investments/divestments (Approvals Committee, Investment Committee, Portfolio Monitoring Committee). Transactions and assets are controlledby segregating the tasks of the accounting department and fund administration, centralising signatures and reconciling transactions with the custodian.

The two asset management companies have each appointed a Compliance and Internal Control Officer. The Code of Ethics is an integral part of the Rules of Procedure. The Compliance and Internal Control Officers have opted to outsource second- level controls relating to compliance and internal control of the management companies to PCI. This assistance falls under Articles 313-72 to 313-76 of theAMFGeneral Regulation applying to management companies that delegate or outsource certain functions. B) EXTERNAL ACCREDITATIONS Apax Partners SA and Apax Partners MidMarket SAS are AMF- approved portfolio management companies. They are members of AFIC, a French professional association for private equity companies. AFIC has published a Code of Ethics and reference guides.Moreover, ApaxPartnersSA/ApaxPartnersMidMarket SAS and consequently Altamir comply with the International Private Equity and Venture Capital Valuation Guidelines developed by AFIC, EVCA, BVCA and others, and the COSO internal control framework. Apax Partners LLP is regulated by the FCA and is a member of the British Venture Capital Association (BVCA), whose rules and codes are equivalent to AFIC’s. It also belongs to the European private equity association Invest Europe (Regime for partnerships limited by shares). C) PREPARING FINANCIAL AND ACCOUNTING REPORTS FOR SHAREHOLDERS Systems and processes for preparing accounting and financial statements Since2014, two software tools havebeenused tomanage financial and accounting data: Sage 100Comptabilité, developedbySage andused for general accounting and payroll; Capital Venture 3 (CV3), developed by Klee group to manage FPCI and Altamir securities, and to prepare financial and analytical statements. CV3 has been usedwith a CRM interface and outsourced hosting. All Altamir’s data since its inception have been migrated into the new software, and customised reports have been developed. The consolidated (IFRS) financial statements are generated using the statutory financial statements produced by Sage, but via Excel spreadsheets. A meticulous process is used to convert the statutory financial statements into consolidated financial statements and to carryout compliance analyses. TheCompany is considering thepurchaseof softwarededicated to theproduction of IFRS statements.

98 REGISTRATION DOCUMENT 1 ALTAMIR 2016

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