Structure and governance

Structure

The ARC Fund is structured as a fund for joint account (fonds voor gemene rekening), has a broad institutional investor base and qualifies as open ended. The legal title to the fund assets is held by the fund's custodian, Amvest RCF Custodian B.V., and 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 of the ARC Fund. The ARC Fund is transparent for tax purposes.

Figure 25: Fund structure

* As of 1 January 2026 the sole shareholder of Amvest Vastgoed B.V. is Stichting Pensioenfonds Zorg en Welzijn.

Term, Investors and units

The initial closing of the ARC Fund took place on 17 January 2012, initially with a 10-year term.  After closing, the ARC Fund was opened to new institutional investors, alongside the cornerstone Investors, AEGON and PfZW. As of 1 January 2023, the ARC Fund is structured as an indefinite-term-fund. As of 31 December 2025, the ARC Fund has 25 investors and a total of 85,430 units in issue.  During 2025, €96 million commitments for the ARC Fund were called, while €133 million of capital was redeemed.

Fund management and governance

Subject to the investment objectives, the investment strategy and the investment restrictions as laid down in the Terms and Conditions of the ARC Fund, the Fund Manager may invest in any eligible assets and assume eligible obligations for the ARC Fund. The authorities and responsibilities of the Fund Manager, the Custodian, the Investors, the Advisory Board and the Investment Committee are set out in the ARC Fund’s fund documents: the Private Placement Memorandum, the Terms and Conditions and the Portfolio Plan. These documents, amongst others, describe the parameters within which Amvest REIM B.V. is authorised to act as Fund Manager. 

The Fund’s governance structure guarantees reliable, efficient and professional advice and supervision by residential real estate experts and investors. The Fund Manager is responsible for both the overall portfolio and risk management of the ARC Fund.

Investment Committee

The ARC Fund has an Investment Committee comprising of three independent experts in the field of the Dutch residential properties markets, one with expertise in development, one with expertise in investment management and one with expertise the Dutch residential market. All members of the Investment Committee will, subject to the prior approval of the Advisory Board, in principle, be appointed by the Fund Manager for a period of four years. The Fund Manager will seek, as applicable, advice or approval from the Investment Committee for matters as specified in the Terms and Conditions, such as but not limited to investments and divestments that meet certain criteria and the Portfolio Plan. In accordance with the Terms and Conditions, at least three formal Investment Committee meetings should be held each year.

Advisory Board

The ARC Fund has an Advisory Board comprising five representatives of certain Investors. The Fund Manager will seek, as applicable, evaluation, advice or approval from the Advisory Board for matters as specified in the Terms and Conditions, such as but not limited to conflicts of interest situations, investments and divestments that meet certain criteria and the Portfolio Plan. In accordance with the Terms and Conditions, at least three formal Advisory Board meetings should be held each year.

Investor Meeting

The Portfolio Plan for the period 2026-2028 was approved by the Investor Meeting in December 2025. In accordance with the Terms and Conditions, at least two Investor Meetings should be held each year.

Partnership with Amvest Development

Amvest Development (AD) is one of the leading property developers in the Dutch residential market. AD has extensive experience with integrated area development and complex co-development projects. Its expertise and links with long-term investment funds, such as the ARC Fund, make AD an attractive development partner for municipalities and public-private partnerships.

The ARC Fund has RoFR agreement with AD. This means that AD has the obligation to offer residential rental homes developed by AD 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. As of 1 January 2026, PfZW became the sole shareholder of Amvest Vastgoed B.V., which is the sole shareholder of the Fund Manager. Therefore, the existing RoFR agreement was terminated, and a new RoFR Agreement were entered into on the same date.