SABADELL ASSET MANAGEMENT LUXEMBOURG, S.A. for the year ended 31 December Société Anonyme R.C.S. Luxembourg B Audited Annual Accounts

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1 Société Anonyme R.C.S. Luxembourg B Audited Annual Accounts for the year ended 31 December , rue Jean-Pierre Brasseur L-1258 Luxembourg Capital: 125,000 EUR

2 Table of contents Organisation 2 Audit report 5 Abridged balance sheet 8 Abridged profit and loss account 10 Notes and the annual accounts 12

3 Organisation Registered Office SABADELL ASSET MANAGEMENT LUXEMBOURG, S.A. Société Anonyme 16, Rue Jean Pierre Brasseur L-1258 Luxembourg (since 1st January 2017) Board of Directors Chairman of the Board of Directors Cirus ANDREU CABOT Deputy General Manager BANCO DE SABADELL, S.A. Placa Sant Roc, 20 ES SABADELL, BARCELONA Directors Eric CHINCHON Partner ME BUSINESS SOLUTIONS S.a r.. 16, Rue Jean Pierre Brasseur L-1258 LUXEMBOU RG Xavier MASIP LLONCH Head of the Internal Control SABADELL ASSET MANAGEMENT, S.A., S.G.I..C., S.U. (formerly BANSABADELL INVERSION, S.A., S.G.I.I.C., Sociedad Unipersonal) Calle Isabel Colbrand, 22 ES MADRID, MADRID

4 Organisation (continued) Omar MIRAN DA-CORRALES Independent Director VETERA LIMITED 10 Shrewsbury Avenue GB-LONDON SW 14 8JZ Marta ROMAGUERA CASADESUS Head of the Business Planning and Transforming SABADELL ASSET MANAGEMENT, S.A., S.G..l.C., S.U. (formerly BANSABADELL INVERSION, S.A., S.G...C., Sociedad Unipersonai) Calle Isabel Colbrand, 22 ES MADRID, MADRID

5 Organisation (continued) Managers Didier MORIN José Antonio PEREZ ROGER Marc TORT TORNER Auditor PRICEWATERHOUSECOOPERS, Société cooperative 2, Rue Gerhard Mercator B.P L 1014 LUXEMBOURG

6 E pwc Audit report To the Shareholders of Sabadell Asset Management Luxembourg, S.A. Our opinion In our opinion, the accompanying annual accounts give a true and fair View of the financial position of Sabadell Asset Management Luxembourg, S.A. (the Company ) as at 31 December 2017, 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: o the abridged balance sheet as at 31 December 2017; o the abridged profit and loss account for the year then ended; and o the notes to the annual accounts, which include a summary of significant accounting policies. Basisfor 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 those Law and standards are further described in the Responsibilities of the Réviseur 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 Ethics Standards Board for Accountants Code of Ethics for Professional 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. Responsibilities ofthe Board 0fD2'rec:t0rs The Board of Directors 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 Board of Directors determines is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error. PricewaterhouseCoopers, Société coopérazive, 2 rue Gerhard Mercator, B.P. 1443, L Luxembourg T: , F: , Cabinet de révision agréé. Expert-comptable (autorisation gouvernementale n 1oo28256) R.C.S. Luxembourg B TVA LU254825

7 In preparing the annual accounts, the Board of Directors 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 Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Responsibilities ofthe Réviseur d entreprise>s 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: 0 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; 0 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; 0 evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors; 0 conclude on the appropriateness of the Board of Directors use of the going concern basis of saccounting 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.

8 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. PricewaterhouseCo0pers, Société coopérative Luxembourg, 16 March 2018 Represented b John Michael Delano

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13 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 Note 1 - GENERAL INFORMATION SABADELL ASSET MANAGEMENT LUXEMBOURG, S.A. (hereafter the Company ) was incorporated on 7" October 1991 and is organized under the laws of Luxembourg as a «société anonyme» for an unlimited period. The object of the Corporation is the collective portfolio management of one or several Luxembourg and/or foreign collective investment funds / undertakings in transferable securities authorized according to the Council Directive 2009/65/CE, as amended from time to time ("UCITS") and of Luxembourg and /or foreign non UCITS, on behalf of their unitholders or shareholders, in accordance with the provisions of chapter 15 of the Luxembourg law of December 17, 2010 on undertakings for collective investment, as amended from time to time (the 2010 Law). The registered office of the Company is established at 16, rue Jean-Pierre Brasseur, 1258 Luxembourg. The Company changed its name on 12" May 2017 from EUROPA INVEST S.A. to SABADELL ASSET MANAGEMENT LUXEMBOURG S.A. The Company's financial year starts on 15 January and ends on 315 December of each year. As at 31st December 2017, SABADELL ASSET MANAGEMENT LUXEMBOURG S.A. is managing one investment fund: - Sabadell Funds SICAV The Company is included in the consolidated accounts of Unit SABADELL ASSET MANAGEMENT, S.A., S.G.I.l.C., S.U. The consolidated accounts are available at the following domicile: Calle Isabel Colbrand, 22, ES MADRID, MADRID Note 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Note Basis of preparation The annual accounts have been prepared in accordance with Luxembourg legal and regulatory requirements under the historical cost convention. Accounting policies and valuation rules are, besides the ones laid down by the Law of 10 December 2010, determined and applied by sole director. The books and records are maintained in EUR with the valuation rules and accounting policies described below. The preparation of annual accounts requires the use of certain critical accounting estimates. It also requires the Board of Directors to exercise its 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 12

14 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 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 estimates and assumptions that affect the reported amounts of assets and liabilities in the next financial year. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Note Significant Accounting Policies The main valuation rules applied by the Company are the following: Note Debtors Debtors are valued at their nominal value. They are subject to value adjustments where their recovery is compromised. These adjustments are not continued if the reasons for which the value adjustment were made have ceased to apply. Note Foreign currency translation Transactions expressed in currencies other than EUR are translated into EUR at the exchange rate effective at the time of the transaction. Long term assets expressed in currencies other than EUR are translated into EUR at the exchange rate effective at the time of the transaction. At the balance sheet date, these assets remain translated at historical exchange rates. Cash at bank is translated at the exchange rate effective at the balance sheet date. Exchange losses and gains are recorded in the profit and loss account of the year. Other assets and liabilities are translated separately respectively at the lower or at the higher of the value converted at the historical exchange rate or the value determined on the basis of the exchange rates effective at the balance sheet date. The unrealized exchange losses are recorded in the profit and loss account. The exchange gains are recorded in the profit and loss account at the moment of their realization. Where there is an economic link between an asset and a liability, these are valued in total according to the method described above and the net unrealized losses are recorded in the profit and loss account and the net unrealized exchange gains are not recognized. Note Prepayments This asset item includes expenditures incurred during the financial year but relating to a subsequent financial year. Note Provisions Provisions 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 the date on which they will arise. Provisions may also be created to cover charges which originate in the financial year under review or in a previous financial year, 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 the date on which they will arise. 13

15 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 Note Tax debts Current tax provision Provisions for taxation corresponding to the tax liability estimated by the Company for the financial years for which the taxation has not yet been made by the tax authorities. The advance payments are shown in the assets of the balance sheet under the Other debtors item. Note Creditors Creditors are recorded at their nominal value. Note Net turnover (Profit and loss) The gross profit or loss is calculated on the income from commissions and brokerage fees and the expenses for investment management fees. Note 3 - DEBTORS Other receivables Other receivables are mainly composed of: 2017 (EUR) V W ' 2016 (EUR) Direct tax authorities 8, , Miscellaneous receivables 107, , Total 115, , Note 4 - PREPAYMENTS Adjustment accounts consist in prepayments on insurances. Note 5 - SUBSCRIBED CAPITAL The subscribed capital amounts to EUR 125, and is divided into 5,000 Shares with a nominal value of EUR fully paid up. During the financial year 2017, the share capital has not been changed. There are no beneficial units convertible bonds, warrants, options an similar securities or rights. 14

16 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 Note 6 - RESERVES Note Legal Reserve The Company is required to allocate a minimum of 5% of its annual net income to a legal reserve, until this reserve equals 10% of the subscribed share capital. This reserve may not be distributed. Note Other reserves The other reserve for 2017 is equal to EUR 28, As at 315 December 2009, the Company reduced its Net Wealth Tax liability in accordance with paragraph 8a of the Luxembourg Net Wealth Tax law. The Company allocates under non-distributable reserves an amount corresponding to five times the amount of reduction of the Net Wealth Tax. The reserve was non-distributable for a period of five years from the year following that during which the Net Wealth Tax was reduced. in 2015 and 2016, the Company reduced its Net Wealth Tax liability as follows: 2015: EUR 4, : EUR 12, These Net Wealth Tax reserves are classified in profit and loss brought fonlvard. Note 7 - MOVEMENTS FOR THE YEAR ON THE RESERVES AND PROFIT AND LOSS ITEMS The movements for the year are as follows (in EUR): 7 7 subs;ril:ted Legal Other Profit or loss Profit or loss capital reserve reserves brought for the forward financial year As at 125, , , , , December 2016 Movements for the yeah -Allocation of previous , (100,311.67) year s profit or loss -Profit or loss for the , year As at 125, , , , , December

17 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 Note 8 - CREDITORS Amounts due and payable for the accounts shown under creditors are as follows (in EUR): 7 A 7 _ A Within one After one" Total Total year year Trade payables 37, Tax and social security debts 2, Other debts 5, Total 44, , , , , , , Note 9 PROVISION Provisions for taxation 2015 to 2017 as follows: Corporate income tax accrual: 2015 EUR 31, EUR 20, EUR 23, Municipal business tax accrual: 2015 EUR 5, EUR 8, EUR 5, Wealth tax accrual: 2017 EUR 4, Total EUR 100, Note 10- TAX ON PROFIT OR LOSS The tax on Profit or Loss correspond to Corporate Income Tax of 23, EUR and Municipal Business Tax of 5, EUR. 16

18 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 Note 11 - GROSS PROFIT OR LOSS The Company receives management fees from the investment funds under management. For Sabadell Funds SICAV, the fees are calculated on the average net assets of the subfunds and assessed after each month and paid quarterly. The rates of these fees are fixed for the investment funds, as follows: SABADELL FUNDS SICAV DOLLAR PORTFOLIO Management commissions 0.90% p.a. NOVEUROPE 1.75% pa CAPITAL. 0.80% p.a. (min 60,000 EUR) APPRECIATION I CAPITAL. 0.80% p.a. (min 60,000 EUR) APPRECIATION 2 CAPITAL APPRECIATION 3 STERLING PORTFOLIO 060% pa" 090% '3' The gross profit or loss also comprises the following charges: The Company pays management fees to the Investment Manager (Sabadell Asset Management, S.A., S.G.I..C., previously BANSABADELL INVERSION, S.A., S.G.I.I.C.,SocIedad Unipersonal) of the investment funds managed by the Company. In 2017 the Company no longer receives distribution fees. Under the terms of the Investment Management Agreement dated 28" September 2007 as amended (Last modification being effective as from 1 December 2016), a management fee is paid by SABADELL ASSET MANAGEMENT LUXEMBOURG S.A. to Sabadell Asset Management,S.A.,S.G. l.i.c., previously BANSABADELL INVERSION, S.A., S.G.I.I.C., Sociedad Unipersonal (Investment Manager). Under the terms of the Distribution Agreement dated 28" September 2007 as amended (last modification being effective as from 17 November 2016), distribution fees are no longer paid by SABADELL ASSET MANAGEMENT LUXEMBOURG S.A. to Sabadell Asset Management, S.A., S.G.I..C., previously BANSABADELL INVERSION, S.A., S.G.I.I.C., Sociedad Unipersonal. 17

19 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 These management fees paid by the Company are stated in the table below: SABADELL FUNDS SICAV DOLLAR PORTFOLIO NOVEUROPE éeg[ E%lAT ON 1 Management fees 5% of the management fees received by the Company 5% of the management fees received by the Company 5% of the management fees received by the Company gégg-éélatlon 2 5% of the management fees received by the Company g : gé\ élation 3 STERLING PORTFOLIO 5% of the management fees received by the Company 5% of the management fees received by the Company The management fees are paid quarterly. Note 12 STAFF COSTS There was one staff employed during the year

20 NOTES TO THE ANNUAL ACCOUNTS AS AT 31 DECEMBER 2017 Note 13 - OTHER OPERATING EXPENSES The other operating expenses correspond mainly to: Office rental EUR 17, Legal fees EUR 46, Audit fees EUR 11, Accounting fees EUR 7, Payroll fees EUR 1, Tax consulting fees EUR 18, Risk management fees EUR 3, Compliance fees EUR 3, Corporate Governance fees EUR 11, Conducting officer fees EUR 23, Domiciliation fees EUR 3, Directorship fees EUR 12, Administration agent fees EUR 3, Insurance EUR 10, Contribution CSSF EUR 20, Other EUR 2, Total EUR 195, Note 14 - RELATED PARTIES TRANSACTIONS During the financial year, the following significant transactions entered into with related parties are the following: - The Directorship fees and the Corporate Governance fees paid to the Company Board members disclosed in note 13. The Investment Management fees paid to Sabadell Asset Management S.A., S.G.l.l.C. under the terms disclosed in note 11. Note 15 - OFF BALANCE SHEET COMMITMENTS The Company has no off balance sheet commitments Note 16 SUBSEQUENT EVENTS The Company has no subsequent events. 19

EUROPA INVEST S.A. Audited annual accounts as at 31st December Société Anonyme. Registered Office: 14, Boulevard Royal L-2449 Luxembourg

EUROPA INVEST S.A. Audited annual accounts as at 31st December Société Anonyme. Registered Office: 14, Boulevard Royal L-2449 Luxembourg Audited annual accounts as at 31st December 2015 OPA INVEST S.A. Société Anonyme Registered Office: 14, Boulevard Royal L-2449 Luxembourg R.C.S. Luxembourg: B 38 157 Table of contents Organisation... 2