Aviva Investors Luxembourg SA - German Branch

Frankfurt am Main

Befreiender Jahresabschluss zum Geschäftsjahr vom 01.01.2023 bis zum 31.12.2023

R.C.S Luxembourg B25708

Audited annual accounts as at 31 December 2023

Table of contents

Report of the Management Board

Audit report

Balance Sheet

Profit and Loss Account

Notes to the Annual Accounts

REPORT OF THE MANAGEMENT BOARD

The Members of the Management Board present their report together with the Company's annual accounts for the year ended 31 December 2023 and audit report thereon. The annual accounts have been prepared in accordance with generally accepted accounting principles and legal and regulatory requirements in force in the Grand Duchy of Luxembourg.

Company's corporate governance and code of ethics

The Management Board ensures through its oversight that the Group's values are adhered to in everyday activities. This means ensuring high standards of internal control and risk management, complying with all relevant laws and regulations, running our businesses with integrity, efficient use of capital, delivering on our strategy and putting our customers first.

The Aviva Investors Ethical Conduct Code ("AI Code") which includes Market Conduct and Information handling, Financial Crime, Personal Account Dealing, Conflicts of Interest, Gifts and Hospitality, Whistleblowing and SpeakUp, Engagement with the Regulators, applies to all Aviva Investors employees and is intended to achieve a minimum standard of ethical conduct across all Aviva Investors offices, including the Company. In all dealings with customers and members of the public, all Aviva Investors' employees must adhere to the highest standards of honesty and fair dealing. In particular, they must comply with all general principles of the AI Code.

The governance structure of the Company consists of a two-tier governance model composed of an executive board (the "Management Board") and a supervisory board (the "Supervisory Board").

The Company is managed by the Management board consisting of at least two members, who need not be shareholders under the supervision and control of a supervisory board. The Management Board has full power to perform all such acts as are necessary or useful to further the objects of the Company. The Management Board has the widest powers to act in the interest of the Company including all acts of management of, or of disposition on behalf of the Company.

The operations of the Company are supervised by the Supervisory Board which is composed of at least three members who need not be shareholders of the Company. The Supervisory Board carries out the control of the management of the Company by the Management Board, without being authorised to interfere with such management and without having executive functions. The Supervisory Board has an unlimited right to inspect all the transactions of the Company. It has the broadest information, inspection and investigation rights provided for or permitted by the Luxembourg laws and regulations (including those issued by any relevant supervisory authority) and it may at any time, access the accounting books and any other Company's documents in order to scrutinize them in any way deemed necessary for the accomplishment of its tasks.

Results and review of operations

The Company made a consolidated profit after tax of EUR 1,951,080 for the year 2023 (2022: EUR 620,055). The increase was partly contributed by the surplus of fixed TER fee as described below.

Since 1 August 2023, in line with the best practice in the market, a fixed fee model namely fixing fund expenses (fixed TER fee) was adopted to the SICAV range across the three umbrellas established in Luxembourg: Aviva Investors, Aviva Investors Global and Aviva Investors Investment Solutions. The fixed TER model provides customer certainty and transparency through stably pricing. In return for the fixed fee received from the SICAVs, the Company bears the excess in actual ordinary operating expenses to any such fixed fee charged to the SICAVs, or conversely, is entitled to retain any amount of fixed fee exceeding the actual expenses incurred by the SICAVs.

Administration fee was removed as a result of fixed fee model. The removal of administration fee resulted in a decrease of circa EUR 2m in revenue per year. This was compensated by the surplus of fixed TER fee over fund expenses by €3.3m for 5-month period ended 31 December 2023.

The Company bears operating costs and pays for services rendered by group companies, in accordance with transfer pricing principles. The Company continues its activity-based management process in allocating expenses for greater cost transparency at functional level.

As at 31 December 2023, the Company's minimum capital requirement is at EUR 10.9m (31 December 2022: EUR 10.7m). The Company continued to maintain its strong capital base with capital above regulatory requirements of EUR 8.7m resulting from 2022 profit (31 December 2022: capital surplus of EUR 6.7m).

Dividends paid and declared

No dividend was declared or paid during the year.

Updates on impact of Russia and Ukraine conflict to the business

With the ongoing Russia and Ukraine conflict, the Company continues to monitor the situation and the associated market impacts which have created a high degree of market uncertainty. As the Company has limited exposure to Russian investments within Luxembourg fund ranges, it considers that the situation does not have significant impact to the Company's continued activities.

After balance date events

On 18 January 2024, the Company paid Aviva Investors Holdings Ltd. the amount of EUR 808,830 in partial settlement of the intra-group loan following the recovery of a portion of the tax reclaim for Aviva Investors - European Equity Income Fund. Apart from the item mentioned, there are no other subsequent events that has arisen since the end of the financial year which significantly affected or may significantly affect the Company's operations.

Luxembourg, 29 April 2024

Martin Bell, Chairman of the Management Board

Audit report

To the Shareholder of

AVIVA INVESTORS LUXEMBOURG

Report on the audit of the annual accounts

Our opinion

In our opinion, the accompanying annual accounts give a true and fair view of the financial position of AVIVA INVESTORS LUXEMBOURG (the "Company") as at 31 December 2023, and of the results of its operations for the year then ended in accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation of the annual accounts.

What we have audited

The Company's annual accounts comprise:

•	the balance sheet as at 31 December 2023;
•	the profit and loss account for the year then ended; and
•	the notes to the annual accounts, which include a summary of significant accounting policies.

Basis for opinion

We conducted our audit in accordance with the Law of 23 July 2016 on the audit profession (Law of 23 July 2016) and with International Standards on Auditing (ISAs) as adopted for Luxembourg by the "Commission de Surveillance du Secteur Financier" (CSSF). Our responsibilities under the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF are further described in the "Responsibilities of the "Reviseur d'entreprises agree" for the audit of the annual accounts" section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Company in accordance with the International Code of Ethics for Professional Accountants, including International Independence Standards, issued by the International Ethics Standards Board for Accountants (IESBA Code) as adopted for Luxembourg by the CSSF together with the ethical requirements that are relevant to our audit of the annual accounts. We have fulfilled our other ethical responsibilities under those ethical requirements.

Other information

The Management Board is responsible for the other information. The other information comprises the information stated in the report of the management board but does not include the annual accounts and our audit report thereon.

Our opinion on the annual accounts does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the annual accounts, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the annual accounts or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Management Board and those charged with governance for the annual accounts

The Management Board is responsible for the preparation and fair presentation of the annual accounts in accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation of the annual accounts, and for such internal control as the Management Board determines is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error.

In preparing the annual accounts, the Management Board is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Management Board either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company's financial reporting process.

Responsibilities of the "Réviseur d'entreprises agréé" for the audit of the annual accounts

The objectives of our audit are to obtain reasonable assurance about whether the annual accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an audit report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these annual accounts.

As part of an audit in accordance with the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

•	identify and assess the risks of material misstatement of the annual accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
•	obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control;
•	evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management Board;
•	conclude on the appropriateness of the Management Board's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our audit report to the related disclosures in the annual accounts or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our audit report. However, future events or conditions may cause the Company to cease to continue as a going concern;
•	evaluate the overall presentation, structure and content of the annual accounts, including the disclosures, and whether the annual accounts represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Report on other legal and regulatory requirements

The report of the management board is consistent with the annual accounts and has been prepared in accordance with applicable legal requirements.

Luxembourg, 30 April 2024

PricewaterhouseCoopers, Société coopérative

Represented by

Marie-Elisa Roussel

BALANCE SHEET As at 31 December 2023

(expressed in EUR)

ASSETS	Notes	2023	2022
Fixed assets		156,330	539,230
Intangible assets
Goodwill, to the extent that it was acquired for valuable consideration	3	-	348,291
Tangible assets
Other fixtures and fittings, tools and equipment	4	25,089	29,024
Financial assets
Investments held as fixed assets	5	131,241	161,915
Current assets		39,387,758	44,713,576
Debtors		16,863,641	25,606,947
Trade debtors becoming due and payable within one year	6	7,882,028	10,441,128
Amounts owed by affiliated undertakings becoming due and payable within one year	7	7,988,812	14,698,390
Other debtors becoming due and payable within one year		992,801	467,429
Cash at bank and in hand		22,429,699	19,106,629
Prepayments		94,418	216,027
Non - current assets		2,392,661	-
Other debtors becoming due and payable after one year	8	2,392,661	-
Total Assets		41,936,749	45,468,833

The accompanying notes form an integral part of these annual accounts.

CAPITAL, RESERVES AND LIABILITIES	Notes	2023	2022
Capital and reserves		21,577,911	19,552,014
Subscribed capital	9	3,800,000	3,800,000
Share premium account		87	87
Reserves		2,512,093	2,308,434
Legal reserve	10	380,000	380,000
Other reserves	11	2,132,093	1,928,434
Profit or loss brought forward	10	13,314,651	12,823,438
Profit or loss for the financial year		1,951,080	620,055
Provisions	12	1,868,919	1,680,793
Other provisions		1,868,919	1,680,793
Creditors		18,489,919	24,236,026
Trade creditors becoming due and payable within one year	13	1,378,157	2,861,957
Amounts owed to affiliated undertakings becoming due and payable within one year	14	11,635,428	17,765,848
Amounts owed to affiliated undertakings becoming due and payable after one year	8	2,417,425	-
Other creditors
Tax authorities		1,149,973	1,793,217
Social security authorities		553,227	730,738
Other creditors becoming due and payable within one year	15	1,355,709	1,084,266
Total (Capital, Reserves and Liabilities)		41,936,749	45,468,833

The accompanying notes form an integral part of these annual accounts.

PROFIT AND LOSS ACCOUNT For the year ended 31 December 2023

(expressed in EUR)

Profit and Loss Account	Notes	2023	2022
Net turnover	16	73,735,478	67,683,381
Other operating income	17	365,472	201,555
Other external expenses	18	(54,389,813)	(49,159,645)
Staff costs	19	(11,126,050)	(10,706,101)
Wages and salaries		(8,670,418)	(8,066,593)
Social security costs relating to pensions		(857,902)	(662,600)
Other social security costs		(1,225,353)	(1,618,639)
Other staff costs		(372,377)	(358,269)
Value adjustments in respect of formation expenses and of tangible and intangible fixed assets	3 - 4	(365,179)	(603,161)
Other operating expenses	20	(5,318,609)	(5,663,969)
Other interest and similar expenses		(32,165)	(24,409)
Tax on profit or loss	21	(843,029)	(1,082,690)
Profit or loss after taxation		2,026,105	644,961
Other taxes		(75,025)	(24,906)
Profit or loss for the financial year		1,951,080	620,055

The accompanying notes form an integral part of these annual accounts.

NOTES TO THE ANNUAL ACCOUNTS As at 31 December 2023

NOTE 1 - GENERAL INFORMATION

Aviva Investors Luxembourg (the "Company") was incorporated in the Grand Duchy of Luxembourg on 9 March 1987 as a Société Anonyme for an unlimited period.

The principal object of the Company is:

―

the management of Luxembourg and foreign undertakings for collective investment in transferable securities (UCITS) authorised according to EU Directive 2009/65/EC and the additional management of other Luxembourg and foreign undertakings for collective investment (UCIs), in accordance with Article 101(2) and Annex II of the Luxembourg Law of 17 December 2010 relating to undertakings for collective investment, as amended (the "2010 Law"); and

―

the performance, for Luxembourg and foreign alternative investment funds (AIFs) within the meaning of EU Directive 2011/61/EU of management functions, administration functions, marketing functions and other activities related to the assets of AIFs, in accordance with Article 5(2) and Annex I of the Luxembourg Law of 12 July 2013 relating to alternative investment fund managers, as amended (the "2013 Law")

The Company may provide the above-mentioned management, administration and marketing services also to the subsidiaries of UCITS, UCIs and AIFs to which it provides services, including domiciliation and administration support services.

The Company may provide temporary financing or guarantees to/for the UCITS, UCIs and AIFs to which it provides services including, in connection with their subscription and redemption activities, financing contingent deferral sales charges or performing similar activities.

The Company may perform permitted activities outside of Luxembourg through the free provision of services and/or through the opening of branches.

More generally, the Company may carry out any activities connected with the services it provides to UCITS, UCIs and AIFs to the furthest extent permitted by the 2010 Law, the 2013 Law and any other applicable laws and regulations. For the avoidance of doubt, the Company may act as manager (gérant) within the meaning of Article 600-5, Article 310-2 and Article 320-3, respectively, of the law of 10 August 1915 on commercial companies, as amended, of partnerships for which it has been appointed external alternative investment fund manager within the meaning of Article 4 paragraph 1 lit a) of the 2013 law, as well as for their subsidiaries (including SPVs). These partnerships may include corporate partnerships limited by shares, common limited partnerships or special limited partnerships. For the avoidance of doubt, under no circumstances may the Company be general partner to the aforementioned partnerships and/or their subsidiaries.

The Company may carry out any activities connected directly or indirectly to, and/or deemed useful and/or necessary for the accomplishment of its object, remaining, however, within the limitations set forth in, but to the furthest extent permitted by, the provisions of the 2010 Law and the 2013 Law.

Effective 1 January 2021, the Company provides the services of (a) management of portfolios of investments on a discretionary client-by-client basis (b) investment advice or (c) the reception and transmission of orders in relation to financial investments as contemplated in Article 101(3) of the 2010 Law and/or Article 5(4) of the 2013 Law.

In September 2022, the Company decided to cease the operations of Finnish branch. Currently, the Company has five operational branches in various European jurisdictions.

The registered office of the Company is established in Luxembourg. The Company is registered with the Trade Registrar under the number R.C.S. Luxembourg N° B25708.

The financial year of the Company commences on 1 January and ends on 31 December of each year.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of preparation

The annual accounts of the Company are prepared and presented in accordance with Luxembourg legal and regulatory requirements relating to the presentation and preparation of Financial Statements under the historical cost convention in force in the Grand Duchy of Luxembourg. Accounting policies and valuation rules are, besides the ones laid down by the amended Law of 19 December 2002, determined and applied by the Management Board of the Company.

The preparation of the annual accounts requires the use of certain critical accounting estimates. It also requires the Management Board to exercise their judgment in the process of applying the accounting policies. Changes in assumptions may have a significant impact on the annual accounts in the period in which the assumptions changed. Management believes that the underlying assumptions are appropriate and that the annual accounts therefore present the financial position and results fairly.

The Company makes estimate and assumptions that affect the reported amounts of assets and liabilities in the next financial year. Estimates and judgements are continually evaluated and are based on historic experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The main accounting rules applied by the Company are the following:

Foreign currency translation

The assets and liabilities denominated in foreign currencies including cash are translated into EUR at the balance sheet date exchange rates. Due to the Company's nature of business activities, its assets are collected in the same currencies which are used to settle its liabilities. Therefore, the movements of foreign exchange rates on the assets is hedged against the opposite movements of foreign exchange rates on the liabilities. Only an insignificant portion of the Company's balance sheet items is exposed to exchange rate fluctuations. Income and expenses in currencies other than EUR are translated in EUR at the rates ruling on the date of transaction.

Intangible assets

Intangible assets are carried at purchase price including the expenses incidental thereto, less accumulated amortisation. Amortisation is recognized on a straight-line basis over the estimated useful life of the assets which is three years.

Tangible assets

Tangible assets are carried at purchase price including the expenses incidental to them, less accumulated depreciation. Depreciation is recognized on a straight-line basis over the remaining useful life of the assets, as follows:

Furniture and fittings	5 years
Computer equipment	3 years
Office equipment	3 years

Financial assets

Shares in affiliated undertakings, shares and units held as fixed assets are recorded at their acquisition price. The acquisition price includes charges and expenses in connection with the acquisition.

At the end of each financial year, a value adjustment is made on the basis of an evaluation of each individual asset for any diminution in value which is considered to be of durable nature by the Management Board of the Company. These value adjustments are not continued if the reasons for which the value adjustments were made have ceased to apply.

Debtors

Debtors are valued at their nominal value. They are subject to value adjustments where their recovery is compromised. These value adjustments are not continued if the reasons for which the value adjustments were made have ceased to apply.

Recognition of income and expenses

All income and expenses are recognised on an accrual basis.

Prepayments

This asset item includes expenditures incurred during the financial year but relating to the subsequent financial year.

Provisions

Provisions for liabilities and charges are intended to cover losses or debts the nature of which is clearly defined and which, at the date of the balance sheet, are either likely to be incurred or certain to be incurred but uncertain as to their amount or as to the date on which they will arise.

Creditors

Amounts due to creditors are recorded at their repayment value.

Net turnover

Net turnover comprises the amount of investment management fees, distribution fees, and other fund servicing fees after deduction of waiver fees directly linked to the turnover.

NOTE 3 - INTANGIBLE ASSETS

The considerations paid for the takeover of the business operations of some European branches and segregated mandate customer contracts were recognized as intangible assets (goodwill) amounting to EUR 1,798,129. The intangible assets capitalised at the balance sheet date and the associated accumulated amortisation are as follows (in EUR):

	2023	2022
Gross book value as at 1 January	1,798,129	1,798,129
Additions for the year	-	-
Disposals for the year	-	-
Gross book value as at 31 December	1,798,129	1,798,129
Accumulated value adjustment as at 1 January	1,449,838	894,443
Amortisation for the year	348,291	555,395
Disposals for the year	-	-
Accumulated value adjustment as at 31 December	1,798,129	1,449,838
Net book value as at 1 January	348,291	903,686
Net book value as at 31 December	-	348,291

NOTE 4 - TANGIBLE ASSETS

Tangible assets capitalised at the balance sheet date and the associated accumulated depreciation are as follows (in EUR):

	Furniture's and Fittings	Computer Equipment	Office Equipment	Total
Gross book value at 31 December 2022	192,904	193,584	8,168	394,656
Additions	-	9,514	3,440	12,954
Disposals	-	(60,330)	-	(60,330)
Gross book value at 31 December 2023	192,904	142,768	11,608	347,280
Accumulated value adjustment at 31 December 2022	192,489	169,082	4,061	365,632
Depreciation during the year	415	15,239	1,235	16,889
Disposals	-	(60,330)	-	(60,330)
Accumulated value adjustment at 31 December 2023	192,904	123,991	5,296	322,191
Net book value at 31 December 2022	415	24,502	4,107	29,024
Net book value at 31 December 2023	-	18,777	6,312	25,089

NOTE 5 - FINANCIAL ASSETS

As of 31 December 2023, the Company holds securities in different funds for which the movements during the year are set out in the following table (in EUR).

Fund	Carrying value 2023	Carrying value 2022
Opening balance
Aviva Investors	131,915	133,928
Aviva Investors Global	30,000	30,000
Total as at 1 January	161,915	163,928
Additions
Aviva Investors	14,404	16,007
Sales
Aviva Investors	(13,586)	(51)
Foreign exchange/market movements
Aviva Investors	(31,492)	(17,969)
Closing balance
Aviva Investors	101,241	131,915
Aviva Investors Global	30,000	30,000
Total as at 31 December	131,241	161,915

NOTE 6 - TRADE DEBTORS BECOMING DUE AND PAYABLE WITHIN ONE YEAR

As of 31 December 2023, and 2022, this caption includes mainly fees receivable by the Company for providing services to investment funds. No value adjustment has been made in the year 2023 and 2022 as the recovery of the trade debtors is not compromised.

NOTE 7 - AMOUNTS OWED BY AFFILIATED UNDERTAKINGS BECOMING DUE AND PAYABLE WITHIN ONE YEAR

As of 31 December 2023 and 2022, this caption includes fees receivable by the Company for providing management services to Aviva Group's segregated mandates amounting to EUR 7,140,269 (31 December 2022: 13,934,722) and the amount due from Aviva Investors Global Services Ltd. for management fees of internal share classes of Luxembourg collective funds amounting to EUR 848,543 (31 December 2022: EUR 763,668). No value adjustment has been made in the year 2023 and 2022 as the recovery of such receivables has not been compromised.

NOTE 8 - OTHER DEBTORS BECOMING DUE AND PAYABLE AFTER ONE YEAR AND AMOUNTS OWED TO AFFILIATED UNDERTAKINGS BECOMING DUE AND PAYABLE AFTER ONE YEAR

On 7 November 2023, the Company entered into the intra-group facility agreement with Aviva Investors Holdings Ltd. as the Lender for a loan of EUR 2,400,000 for a period of 2 years bearing fixed interest rate of 5%. The proceeds are applied to repay the amount owed to the Fund Administrator of Aviva Investors in respect of an overdraft facility owed by the Aviva Investors - European Equity Income Fund as managed by Company until its liquidation with effect as of 9 June 2022. The Company expects to receive the proceeds from withholding tax recoveries on behalf of Aviva Investors - European Equity Income Fund to repay loan to the Lender. The withholding tax recoveries are presented as other debtors becoming due and payable after one year.

NOTE 9 - SUBSCRIBED CAPITAL

As of 31 December 2023, and 2022, the Company has an issued capital of EUR 3,800,000 which is divided into 38,000 shares without nominal value, all of which have been entirely subscribed and fully paid up, as follows:

	38,000 shares Aviva Investors Holdings Ltd.
	St. Helen's, 1 Undershaft, London EC3P 3DQ, United Kingdom

	Subscribed Capital	Share Premium
	(EUR)	(EUR)
Balance as of 31 December 2023 and 2022	3,800,000	87

NOTE 10 - LEGAL RESERVE AND PROFIT AND LOSS BROUGHT FORWARD

In accordance with the Luxembourg company laws, the Company is required to transfer a minimum of 5% of its net profit for each financial year to a legal reserve.

This requirement ceases to be necessary once the balance on the legal reserve reaches 10% of the nominal value of the issued share capital. The legal reserve is not available for distribution. The legal reserve has reached the 10% of the nominal value of the issued share capital as at 31 December 2023 and 2022.

The movements for results brought forward during the years ending 31 December 2023 and 2022 are as follows:

	2023	2022
	EUR	EUR
Results brought forward as at 1 January	12,823,438	11,403,172
Movements for the year:
Allocation of previous year's profit	620,055	1,472,825
Write-off resulting from Finland branch closure	74,817	-
Release of net worth tax reserve after 5 years	279,916	406,691
Transfer to net worth tax reserve	(483,575)	(459,250)
Results brought forward as at 31 December	13,314,651	12,823,438

NOTE 11 - OTHER RESERVES

In accordance with paragraph 8a of the Net Worth Tax Law as amended, the Company is entitled to reduce the net worth tax due for the year by an amount which cannot exceed the corporate income tax due for the year (before tax credit).

In order to avail of the above, the Company must set up a restricted reserve equal to five times the amount of the net worth tax. This reserve has to be maintained for a period five years following the year in which it was created. In case of distribution of this reserve, the net worth tax falls due during the year in which it was distributed.

In 2023, an amount of EUR 483,575 (2022: EUR 459,250) was allocated as special tax reserve from the profit of the financial period 2022. An amount of EUR 279,916 was released in relation to special tax reserve of 2018 following the expiry of 5-year reserve holding period.

NOTE 12 - PROVISIONS

Provisions consists mainly of provisions for bonuses or variable remuneration of EUR 1,868,919 (31 December 2022: EUR 1,680,793).

NOTE 13 - TRADE CREDITORS BECOMING DUE AND PAYABLE WITHIN ONE YEAR

This caption is composed as follows as of 31 December 2023 and 2022:

	2023	2022
	EUR	EUR
Rebates on management fees	699,885	968,551
Waiver fees	(7,798)	1,506,432
Other accrued expenses	686,070	386,974
	1,378,157	2,861,957

NOTE 14 - AMOUNTS OWED TO AFFILIATED UNDERTAKINGS BECOMING DUE AND PAYABLE WITHIN ONE YEAR

The amounts owed to affiliated undertakings mainly represents the pending balances to pay to Aviva Investors Global Services Ltd. in respect of investment management fees, distribution fees, and cost allocations.

NOTE 15 - OTHER CREDITORS BECOMING DUE AND PAYABLE WITHIN ONE YEAR

Included in other creditors as at 31 December 2023 are amounts payable to various suppliers of EUR 1,316,304 (31 December 2022: EUR 1,057,485) and audit fees payable of EUR 39,405 (31 December 2022: EUR 26,781).

NOTE 16 - NET TURNOVER

Net turnover consists of the following fees earned from investment funds managed by the Company and management fees charged to Aviva Investors Global Services Ltd. for managing internal assets with the vast majority of which are earned from the Company in Luxembourg. Included in the Management fees is the net turnover earned by the Company's branches for portfolio management activity amounting to EUR 4,101,257 (31 December 2022: EUR 3,362,492). Management, distribution and administrative fees are calculated based on a percentage of the net asset value of each investment fund. Origination fees are based on a percentage of the transaction consideration in relation to segregated mandates.

	2023	2022
	EUR	EUR
Management fees	58,585,165	63,789,832
Fixed TER fees (Note below)	12,652,490	-
Administration fees (Note below)	1,295,168	2,268,748
Origination fees	336,778	916,254
Distribution fees	356,189	327,041
Securities lending fees	(1,795)	59,649
Other fee income	511,483	321,857
	73,735,478	67,683,381

Since 1 August 2023, a fixed fee model namely fixing fund expenses (Fixed TER fees) was adopted to the SICAV range across the three umbrellas: Aviva Investors SICAV, Aviva Investors Global and Aviva Investors Investment Solutions.

In return for the fixed fee received, the Company pays for the SICAV's ordinary operating expenses. Such expenses may be higher than the fixed TER fees, in which case the Company bears the excess, or may be lower in which case the Company retains the benefit.

The administration fee was terminated since 1 August 2023 concurrent to the adoption of the fixed fee model.

NOTE 17 - OTHER OPERATING INCOME

Other operating income includes the following:

	2023	2022
	EUR	EUR
Sublease income	10,551	137,163
Net realized gains on foreign exchange	172,852	61,283
Interest income	181,062	-
Other income	1,007	3,109
	365,472	201,555

Sublease income is generated from sublease agreements entered into by the Company's German branch for its old office space. The sublease agreement was terminated in January 2023. Interest income is mainly interests from cash on banks.

Other income mainly consists of gain from sale of investments EUR 1,007 (31 December 2022: EUR 3,109)

NOTE 18 - OTHER EXTERNAL EXPENSES

Other external expenses mainly represent the following expenses:

	2023	2022
	EUR	EUR
Investment management fees	31,351,306	34,843,631
Fund operating expenses (Note 16)	9,366,304	-
Rebates on management fees	9,984,776	11,937,270
Distribution fees	3,687,427	2,378,744
	54,389,813	49,159,645

Transfer pricing for the Company consists of arm's length remuneration for fund management activities. According to Luxembourg tax law, the Company, being involved in intra-group transactions, has to substantiate the arm's length character of the remuneration realized on such activities.

Since the Company is rendering fund management services and receiving services from Aviva Investors Global Services, Ltd., the Company performs intra-group activities that fall within the scope of the Luxembourgish tax law. Thus, the Company receives fees from the Funds under its management. As some functions are delegated to Aviva Investors Global Services, Ltd., therefore they receive arm's length fee for their participation to the fund management.

These expenses are paid to the following entities:

―	investment management fees paid to Aviva Investors Global Services Ltd.;
―	distribution fees paid to Aviva Investors Global Services Ltd.;
―	rebates on management fees paid to distributors.

NOTE 19 - STAFF

In 2023 and 2022, the average number of personnel of the Company are as follows:

	2023	2022
Senior management	6	4
Employees	38	38
Branch employees/supplied staff	27	24
Total	71	66

NOTE 20 - OTHER OPERATING EXPENSES

Other operating expenses include professional service fees, rent, trainings, recruitment, cost for information services, car leases, realized loss on foreign exchange, infrastructure fees etc.

Fees paid to the auditor consist of fees related to the audit of the annual accounts. Fees related to the audit work on the Company's AML Report (CSSF Circular 21/788) and Self-Assessment Separate Report (CSSF Circular 21/789) are also included in "Other operating expenses" caption as other fees.

NOTE 21 - TAX ON PROFIT OR LOSS

The Company is subject to all taxes relevant to commercial companies in Luxembourg as well as local taxes for the branches located in the different European jurisdictions.

NOTE 22 - EMOLUMENTS GRANTED TO THE MEMBERS OF THE MANAGEMENT AND SUPERVISORY BODIES AND COMMITMENTS IN RESPECT OF RETIREMENT PENSIONS FOR FORMER MEMBERS OF THOSE BODIES

The Company provides a competitive remuneration package which is in line with relevant regulation, legislation and appropriate market practice, and which supports the attraction, retention and motivation of quality employees.

The Company's employees are remunerated primarily through some or all of the following remuneration structures:

	Basic Salary
	Discretionary Bonus
	Benefits

The Management Board are entitled to total remuneration of EUR 732,497 (of which fixed portion: EUR 546,390).

Bonus pools and targets consider Company-wide performance, as well as performance of the business/businesses, and individual performance. Calculations are based on both financial and non-financial metrics. The non-financial metrics covers performance against agreed metrics.

NOTE 23 - ULTIMATE PARENT

The ultimate holding company is Aviva PLC, 80 Fenchurch Street, London, EC3M 4AE, United Kingdom, a company incorporated in England, which prepares consolidated accounts. Please note that the registered office changed on 27 March 2024 and was previously St Helen's, 1 Undershaft, London, EC3P 3DQ. These consolidated accounts are available on request at the registered office of Aviva PLC. This latter form at once the largest and the smallest body of undertakings of which the Company forms a part as a subsidiary undertaking.

NOTE 24 - SUBSEQUENT EVENTS

On 18 January 2024, the Company paid Aviva Investors Holdings Ltd. the amount of EUR 808,830 in partial settlement of the intra-group loan following the recovery of a portion of the tax reclaim for Aviva Investors - European Equity Income Fund. Apart from the item mentioned, there are no other subsequent events that has arisen since the end of the financial year which significantly affected or may significantly affect the Company's operations.