Structure and governance
Structure
Amvest Residential Core Fund is structured as a (semi) open fiscally transparent fund for joint account (FGR) with a broad institutional investor base. As such, the economic title to the fund assets is held by the investors pro rata to their investment. Amvest REIM B.V. is the Fund Manager and Amvest RCF Custodian B.V. is the custodian.
Figure 24: Fund structure
Term, investors, units
The initial closing of the ARC Fund took place on 17 January 2012, initialy with a 10-year term.
After closing, the ARC Fund was opened to new institutional investors, alongside the Cornerstone Investors AEGON and PfZW. In 2022, the 22 investors in the ARC Fund unanimously resolved to convert the ARC Fund from a limited-term to an indefinite-term fund. The new evergreen fund structure has come into effect on 1 January 2023.
As of 31 December 2022, the ARC Fund has 22 investors and EUR 120 million of undrawn equity commitments. During 2022, 2,335 new units were issued and, 4,701 units were redeemed.
Fund management and governance
The authorities and responsibilities of the ARC Fund are set out in the ARC Fund’s fund documents: the Private Placement Memorandum including the Terms and Conditions, the Fund Services Agreement, and the Portfolio Plan. These documents describe the parameters within which Amvest is authorised to act as a Fund Manager. These parameters include the annual investment and divestment volume, required returns for new investments, and annual budgets.
The Fund’s governance structure guarantees reliable, efficient, and professional advice and supervision by property experts and investors. The Fund Manager is responsible for both the overall portfolio and risk management of the ARC Fund.
Investment Committee
The Fund Manager will seek advice or approval from the Investment Committee for specific decisions specified in the Terms and Conditions. This includes the development of the Portfolio Plan and decisions regarding larger acquisitions and sales. The Investment Committee consists of three independent members with expertise in development, investment management, and the Dutch residential market. The Investment Committee and the Fund Manager held four formal meetings in 2022.
Advisory Board
The Advisory Board monitors the handling of conflicts of interest, approves risk management policies and appoints members of the Investment Committee. Until 31 December 2022, the Advisory Board also approved the Portfolio Plan of the ARC Fund. The Advisory Board held six formal meetings in 2022.
The ARC Fund also held several ad-hoc meetings with both the Investment Committee and the Advisory Board to discuss the Fund’s performance, the outlook with regards to the impact of regulation, a ground lease modification proposal, as well as investment proposals.
Investor Meeting
As of 1 January 2023, the Investor Meeting will approve the Portfolio Plan of the ARC Fund. Two regular Investor Meetings were held in May and November 2022.
Partnership with ADF
ADF is one of the leading property developers in the Dutch residential market. ADF has extensive experience with integrated area development and complex co-development projects. Its expertise and links with long- term investment funds like the ARC Fund make ADF an attractive development partner for municipalities and public-private partnerships.
The ARC Fund has a RoFR agreement with ADF. This means that ADF has the obligation to offer all residential rental homes developed by ADF to the ARC Fund, granting the ARC Fund the right to acquire residential rental homes, in line with the ARC Fund investment strategy, on arm’s length conditions. The RoFR agreement was amended in combination with the modification of the fund structure. As of 1 January 2023, the ARC Fund retains the right to acquire 50 percent of residential rental homes developed by ADF. The new RoFR agreement expires on January 1, 2028.