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With the financial support of the European Union EVPA is kindly supported by: EU Webinar Series | #1 – The EuSEF Regulation 25 June 2014

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With the financial support of the European Union

EVPA is kindly supported by:

EU Webinar Series | #1

– The EuSEF Regulation –

25 June 2014

With the financial support of the European Union

EVPA is kindly supported by:

GoToWebinar | Tips & Tricks (1)

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Getting Started You are able to Open and Hide your Control Panel

Note: the control panel will collapse automatically when not in use by a participant. To keep it open participants can click the “View” menu and uncheck “Auto-hide Control Panel”.

To Join Audio:

Choose “Mic & Speakers” to use the VoIP. Choose “Telephone” to receive the PIN for the

webinar and dial using the information provided in the invitation.

Note: if you are using the telephone rather than VoIP, you must choose “Telephone” to receive the pin to access the audio.

With the financial support of the European Union

EVPA is kindly supported by:

GoToWebinar | Tips & Tricks (2)

3

Question Time During Q&A please raise your hand if you have a

question relating to the topic of the webinar.

We will unmute you and ask you to go ahead with the question.

If you have a technical issue while connected to

the Webinar please submit a text question or comment to the organisers using the Questions panel.

If you have technical issues accessing the Webinar please call Carine Valette in the EVPA Brussels office on +32 (0)2 513 21 31.

With the financial support of the European Union

EVPA is kindly supported by:

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EuSEF Webinar | Welcome to Our Panelists

With the financial support of the European Union

EVPA is kindly supported by:

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EuSEF Webinar | Programme

1.1 Dr. Lisa Hehenberger

(EVPA Research and Policy Director)

An Introduction to EVPA

1.2 Elinor de Pret

(EVPA Public Affairs Manager)

An Introduction to the Social Business Initiative

(SBI)

2.1 Katarina Melichercikova

(European Commission)

Presentation of the European Social

Entrepreneurship Funds (“EuSEF”) Regulation

2.2 Esther Wandel

(FCA)

A view from the UK national regulator

2.3 Jochen Herdrich

(BonVenture)

The experience of BonVenture, one of the first

“EuSEF labelled” impact investing funds in the

EU

2.4 Luciano Balbo

(Oltre)

The Italian case: situation and challenges of the

EuSEF Regulation

3.

Q&A SESSION

1. I

NTR

O

2. E

uSE

F EX

PER

TS

With the financial support of the European Union

EVPA is kindly supported by:

EVPA is a membership association made up of organisations interested in or practicing venture philanthropy and social investment (VP/SI) across Europe. EVPA currently gathers over 170 members from 24 countries.

MISSION

• To be the natural home as well as the highest-value catalytic network of a growing number of VP/SIs.

OBJECTIVES

• EVPA is about increasing the effectiveness of VP/SI practitioners in Europe.

• EVPA is also about increasing the resources dedicated to VP/SI in Europe.

1.1 | An Introduction to EVPA

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by Dr. Lisa Hehenberger EVPA Research and Policy Director

Our Community-Based Approach

With the financial support of the European Union

EVPA is kindly supported by:

1.1 | EVPA & the VP Spectrum

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“Matching the Soul of Philanthropy with the Spirit of Investing”

With the financial support of the European Union

EVPA is kindly supported by:

1.1 | EVPA’s Activities

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Networking Events

Training for Key skills

Research & Publications

Country Meetings

Building the Sector in Developing

Markets

Annual EVPA Conference

Workshops, Webinars & Site

Visits

Sector News & Public Relations

CONNECTING

Cooperation with other Networks &

Stakeholders

Best Practice & Guidelines

Market Data

Representation at EU & National

Level

Best Practice & Guidelines

Thematic Groups

Capturing Concerns of

Members

FACILITATING LEARNING

PROMOTING

BUILDING

INSPIRING

With the financial support of the European Union

EVPA is kindly supported by:

• Social economy in the European Union:

– 10% of the European economy (GDP)

– More than 11 millions of workers, 4.5% of the active EU population

– 1 out of 4 new enterprises set-up every year in the EU is a social enterprise, and up to 1 out of 3 in Finland, France or Belgium

• A social business / social enterprise is an undertaking:

– whose primary objective is to achieve social impact rather than generating profit for owners and shareholders,

– which uses its surpluses mainly to achieve these social goals,

– which is managed by social entrepreneurs in an accountable, transparent and innovative way, in particular by involving workers, customers and stakeholders affected by its business activity.

1.2 | An Introduction to the SBI

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by Elinor de Pret EVPA Public Affairs Manager

CO

NTE

XT

D

EFIN

ITIO

N

With the financial support of the European Union

EVPA is kindly supported by:

In that context, the European Commission launched the SBI

(Social Business Initiative) on 25 October 2011, which is a

cornerstone initiative to support social businesses and enterprises

across the European Union.

Common work of DG MARKT, DG EMPL and DG ENTR.

1.2 | An Introduction to the SBI

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With the financial support of the European Union

EVPA is kindly supported by:

1.2 | SBI = 3 Priorities & 11 Key Actions

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PRIORITY AREA KEY ACTION

I. Improve access to funding

1. EuSEF

2. Microcredit

3. Financial instrument (85 ml EUR < EaSI)

4. ERDF / ESF

II. Improve visibility

5. Mapping

6. Database of labels and certifications

7. Mutual learning and capacity-building

III. Improve legal environment

8. Platform for social enterprises

9. Statutes (EU foundations, mutual associations, EU cooperatives)

10. Public Procurement

11. State Aid

28 concrete actions supervised by the

“GECES”

With the financial support of the European Union

EVPA is kindly supported by:

1.2 | SBI = GECES & What’s Next?

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GECES

• Informal consultative group set up for 6 years (2012-2017), which examines the progress of the measures envisaged in the SBI

• 87 participants meeting twice a year

• Breaking news: adoption in Heraklion of a standard to measure social impact (IP/14/696).

GECES Meetings

5 June 2012

Brussels 27 Nov. 2012

6 June 2013

28 Nov. 2013

10-11 June 2014 Heraklion

17-18 Nov. 2014 Rome

WHAT’S NEXT?

• “Social Entrepreneurs – Have your Say”, in Strasbourg on 16/17 January 2014 “Strasbourg Declaration”

• New European legislature, same momentum?

• Ongoing work of COM services and EESC

With the financial support of the European Union

EVPA is kindly supported by:

2.1 | Presentation of the EuSEF Reg.

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by Katarina Melichercikova European Commission

European Social Entrepreneurship Fund (EuSEF)

Katarina Melichercikova, Policy Coordinator European Commission DG Internal Market and Services, Unit G4 – Asset Management EVPA – EuSEF Regulation webinar 25 June 2014

EuSEF

Regulation adopted by EP & Council in March 2013, in force as of 22 July 2013

WHY?

Facilitate access to funding of Social Entrepreneurs

&

Facilitate investing in Social Enterprises

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EuSEF – HOW?

1. Creating a recognized EU brand for social entrepreneurship funds

2. Improving Investor Protection

3. Breaking down barriers to fundraising across Europe

=>EU-wide passport : uniform rules for fund marketing, portfolio composition, eligible investment instruments, conduct & transparency

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EuSEF – Features

1. Product Rules

• 70% of fund capital to be invested in social enterprises (“eligible undertakings”)

• Max. 30% of fund capital invested non-qualifying investments

2. Manager Rules

1. Conduct of business

2. Disclosure

3. Reporting

4. Valuation of assets

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EuSEF - EU definition of social enterprise

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social mission

entrepreneurial behaviour

profit

responsibility, transparency, participatory governance

shareholders

EuSEF – Features

1. EuSEF may invest through equity, quasi-equity, debt, loans, any other type of participation

2. EuSEF exposure limited to level of committed capital

3. EuSEF must have clear & transparent impact measurement procedure

(menu of possible aspects of impact to be measured, e.g. employment & job quality, social inclusion, equal opportunities, public health)

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EuSEF – and the EU Regulatory Fund Framework

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EuSEF EuVECA National fund regimes

AIFMD threshold EUR 500m

AIFMD

AUM

THANK YOU !

[email protected]

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With the financial support of the European Union

EVPA is kindly supported by:

2.2 | A View from the UK Regulator

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by Esther Wandel FCA

With the financial support of the European Union

EVPA is kindly supported by:

2.3 | An “EuSEF-labelled” Fund

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by Jochen Herdrich BonVenture

BonVenture Fund and Foundation for Social Responsibility

First EuSEF registered fund in Europe

Munich, 25th June 2014

Jochen Herdrich, BonVenture Management GmbH

25-06-2014

Page 26

Structure of the BonVenture Group

Profit-oriented portfolio companies and

non-profit organizations with a social purpose

Executive and

Control Body

Capital

contribu-

tions

Board of

Trustees Advisory Board

Donations

Contribu-

tions

Support Investment

Old

investments

Follow-on investment

BonVenture III

GmbH & Co.

KG (BV III)

BonVenture

gemeinnützige

GmbH

(BV gGmbH)

BonVenture

Management

GmbH

(BVM)

BonVenture I / II

GmbH & Co.

KG (BV I /

II)

Investors

25-06-2014

Page 27

BonVenture’s Registration process (1)

BonVenture’s registration needs:

• BonVenture I (BV I) fund: Investment phase ended before July 22nd 2013

no registration need

• BonVenture II (BV II) fund: Fund set up in 2009, investment phase will end

2014/15

full registration required

• BonVenture III (BV III) fund: Fundraising in 2014/15, first investment planned

in 2015

full registration required, set-up according to AIFMD

25-06-2014

Page 28

BonVenture’s Registration process (2)

Registration opportunities

• Special AIF: “Registration light”, lowest efforts and expenses

Minimum investment amount of EUR 200k per investor

• Public AIF: No minimum investment amount

Mandatory depositary bank (very expensive especially for small funds)

Highest efforts and expenses

• EuSEF: Suitable label for “good feeling”, but label not very beneficial for funds

operating in single countries

Minimum investment amount EUR 100k per investor

Increased requirements for EuSEF than EuVECA (SI reporting) and

tight definition of SE (e.g. profit realisation/appropriation)

• EuVECA: Lower requirements than EuSEF (SME)

No minimum investment amount EUR 100 k per investor

25-06-2014

Page 29

BonVenture’s Registration process (3)

EuSEF registration at BonVenture

• Great efforts for proposal preparation

Very high internal workload

Shifting in the investors’ structure and amendment of the statutes necessary

and realised

Very high lawyer’s fees (up to now approx. EUR 20k)

• BVM since May 13th first EuSEF registered fund manager in Europe

• Exorbitant and prohibitive fees for EuSEF registration

Fees for German BaFin (EUR 2,250) and European ESMA (EUR 11,250),

objection pending

EuSEF Registration at least too complicated and expensive for being beneficial

Registration efforts and costs could threaten the existence of SE funds

25-06-2014

Page 30

Contact

BonVenture Management GmbH

Pettenkoferstr. 37

D - 80336 München

www.bonventure.de

Jochen Herdrich

Investment-Manager

T: +49-89-2000125-42

E: [email protected]

With the financial support of the European Union

EVPA is kindly supported by:

2.4 | The Italian Situation

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by Luciano Balbo Oltre

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The origin of the change is the new European Regulation of Alternative

Asset (AIFMD)

This regulation obliges all the alternative asset (even the very small ones)

to be regulated:

This poses a serious cost burden on the small funds / holdings

Each country will follow a different path in terms of type of regulation: the

potential risk to "kill" the small funds is very high

The Regulation has been implemented in different ways in European countries

(France vs Italy)

EuSEF is a European passport to manage funds all over Europe, however

each fund has to follow the local regulation in any case

EuSEF rules (very broad) will prevail on the local ones if there is any

difference

THE NEW REGULATION

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When to apply for EuSEF: before or after the local implementation of the

new AIFMD Regulation? Probably the two possibilities are viable

Investors (including EIF) do not care about EuSEF

EuSEF is useful for:

(i) Paneuropean funds; and

(ii) as an escape for the local Regulation if it is too heavy (for example the

issue of the minimum investment size for any investor)

To evaluate to use the alternative EuVeCa passport

OPEN QUESTIONS AND COMMENTS

With the financial support of the European Union

EVPA is kindly supported by:

3. | Q&A Session

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With the financial support of the European Union

EVPA is kindly supported by:

Elinor de Pret

Public Affairs Manager

[email protected]

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Dr. Lisa Hehenberger

Research and Policy Director

[email protected]

Don’t hesitate to contact us, should you have any follow-up question related to this webinar and / or to EVPA’s activities!

Thank You !

With the financial support of the European Union

EVPA is kindly supported by:

Save the Date !

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