CDD File — Nyver Capital Management

MASTER CDD FILE — Nyver Capital Management B.V.

Policy reference: AML/Sanction Act Policy dated 23 June 2025
Document age requirements: KvK extract < 3 months · Shareholders register < 6 months · FATCA/CRS < 3 years

Portfolio company / Client Due Diligence

Client / Portfolio company name *

Deal name / code

AIF concerned

AIF stake in portfolio company (post-closing) %

File opened by (CO)

Date opened

Periodic Review

Review prepared by

Review type

Date of review

Scope of review

SECTION 0 — INITIAL SCREENING

Completed by CO using public sources only. No counterparty cooperation required.

0.1 — Public source identity check

Check	Source	Done	Finding
Extract check on: legal name, trade name, legal form and registered address. Entity exists and is in good standing.
High-level business activities understood
Regulatory status / licences (if relevant)

0.2 — Preliminary UBO identification (public sources only)

0.3 — Preliminary risk classification

Check	Finding	Action
No-go jurisdiction? (Iran, DPRK, Myanmar)	No Yes	If Yes: STOP — do not proceed
High Risk country? (Annex III.2 AML Policy)	No Yes	If Yes: Section 2A must follow Annex IV.3
Preliminary risk classification	Low Normal High

0.4 — Initial screening

Default screening tool: Napier AI. If alternative tool used, record name and reason in CO notes.

Screen	Date	Result	Findings
Target entity — Blocked Persons / Sanctions / PEP / Negative news		Clear Match
Known UBOs — Blocked Persons / Sanctions / PEP / Negative news		Clear Match

Any Blocked Persons match: STOP — notify Board — follow Annex V.2. | Any PEP match: Section 1 applies Annex IV.3 High Risk CDD.

0.5 — CO notes — Stage 0

GATE 0 — CO Sign-Off

Applies to Section 0. CO sign-off required before deal team may proceed to Section 1.

GATE 0 — CO Sign-Off

Cleared — No concerns. Deal team may proceed. Cleared with observations. Follow-up required in Section 1. Not cleared — STOP

Reason / observations

CO sign-off (name)

Date

SECTION 1 — CLIENT CDD

Full CDD on the portfolio company as Client. Requires counterparty cooperation. Deal team routes documents to CO.

1.1 — Initial risk classification

Risk classification

Low Normal High

Changed from Stage 1?

No Yes

CDD standard to apply

Annex IV.1 (Low) Annex IV.2 (Normal) Annex IV.3 (High)

High Risk supplement Supplement attached (if IV.3 applies)

1.2 — Client identity — documents

1.3 — Client identity — data fields

Description of business activities and sector

Date

Verified against

Counterparty acts for itself (not for account of third parties)

Date

Method

Licences / regulatory status

Bank account for post-closing transactions

1.4 — UBO identification and verification

Steps taken

Difficulties encountered

Fund manager UBO identification

1.5 — Ownership and control structure

Signed structure charts (pre- and post-closing) obtained SP link to structure chart

Notes

Post-closing structure includes Newco / intermediate Holdco

N/A Yes

Complex or international structure

N/A Yes

CO understands full ownership and control structure

1.6 — Purpose and nature of Business Relationship

AIF's commercial rationale for this investment

Nature and description of business activities

Where do the funds go on closing?

Does the structure make commercial sense?

ML/TF assessment — CO satisfied that Business Relationship is not connected to ML or TF?

1.7 — Source of funds — client

What is the portfolio company's source of operating funds?

Supporting documentation obtained

CO assessment

1.8 — Authorised signatories — client

1.9 — Full screening — all parties

Default screening tool: Napier AI. If alternative tool used, record name and reason in CO notes.

Screen	Date	Result	False pos.	Findings

Any Blocked Persons match: STOP — freeze assets if applicable — notify Board — follow Annex V.7. | Any PEP: Board must expressly acknowledge PEP status at Section 4.

1.10 — CO notes — Section 1

1.11 — Subsidiary scoping

Applicable — complete below N/A — proceed to Section 3

Structure chart covers all subsidiaries

Number of subsidiaries

CO has reviewed and understands full group structure

All subsidiaries incorporated in Netherlands / EEA

Any subsidiary in no-go jurisdiction? (Iran, DPRK, Myanmar)

No Yes

If Yes: STOP — escalate to Board immediately

Any subsidiary in High Risk country? (Annex III.2)

No Yes

If Yes: elevates entire investment to High Risk

Any subsidiary a direct counterparty to AIF transaction?

No Yes

If Yes: separate CAF required

Non-NL subsidiaries (if any)

SECTION 2 — SFDR ARTICLE 8

Fund is classified as Article 8 SFDR. ESG DDQ completed by target and filed in deal folder. Reference: Nyver Sustainability Policy 2025.

Exclusion list screen outcome

All clear Match — investment declined

Client Article 8 aligned — CO confirms

Confirmed Remediation required Not aligned — investment declined

ESG DDQ sent to target Date sent

ESG DDQ received and filed in deal folder Date received

SECTION 3 — CLIENT RISK PROFILE

3.1 — Summary

Final risk classification

Low Normal High

Date of classification

Reason for classification

AIF stake in portfolio company (post-closing) %

UBO(s)

PEP involved

No Yes

Source of funds (summary)

Purpose of Business Relationship (summary)

Periodic review frequency

Low Risk: every 3 years Normal Risk: every 2 years High Risk / PEP: every year

3.2 — Expected transaction pattern — portfolio company

Transaction monitoring is limited to transactions (direct and indirect) between the AIF and the portfolio company as set out below. Deviations or unusual activity will be investigated by the CO.

Expected transaction type	Detail / account / notes
SPA completion payments
Management fees / monitoring fees
Capital injection — share premium
Intercompany loans or shareholder loans under investment structure
Dividend distributions
Other expected transactions

Portfolio company operating bank name

IBAN

GATE 1 — CO Sign-Off

Applies to Sections 1, 2 and 3. Full CDD package must be complete before proceeding to Board approval.

GATE 1 — CO Sign-Off (Full CDD package complete)

Cleared — Section 1 complete. Annex T complete. Full CDD package ready for Board approval in Section 4. Cleared with observations. Not cleared — STOP

Outstanding items / reason

Vistra parallel CDD and screenings completed — findings reviewed by CO and consistent with own assessment

Yes No

CO sign-off (name)

Date

CO Sign-Off Review

Confirms review of all sections / CDD remains adequate, or escalation to the Board is required.

CO Sign-Off (Review Complete)

Confirmed — current classification unchanged, relationship continued Confirmed with updates — info/screening refreshed, minor changes in records, relationship continued Escalate to Board — Material Changes or New/elevated risk

Review Findings

Screening refreshed — findings reviewed by CO and consistent with own assessment

Yes No

CO sign-off (name)

Date

SECTION 4 — BOARD APPROVAL

4.1 — CO Recommendation

Item	Status	Outstanding
CDD complete and satisfactory	Yes No
Transaction parties register complete and signed off	Yes No
Any unacceptable ML/TF risks identified?	No Yes

Recommendation

Accept Accept with conditions: Reject:

CO signature (name)

Date

4.2 — Board Decision

Accepted Accepted with conditions: Rejected:

PEP involved

No Yes — Board explicitly acknowledges PEP status and approves Business Relationship

Name	Role	Signature (name)	Date
Floris Waage	Responsible Board Member
Sander van Alphen	Board Member

Retain this file for 5 years after termination of the Business Relationship. Policy reference: AML/Sanction Act Policy dated 23 June 2025 — Nyver Capital Management B.V.

REVIEW — BOARD DECISION

Complete only if the CO selected "Escalate to Board" — for confirmed reviews, this review is reported to the Board in the CO's periodic activity report.

4.1 — CO Recommendation

Item	Status	Outstanding
Reviewed and remains adequate	Yes No
Any unacceptable ML/TF risks identified?	No Yes

Recommendation

Continue Continue with conditions: Terminated:

CO signature (name)

Date

4.2 — Board Decision

Accepted Accepted with conditions: Rejected:

PEP involved

No Yes — Board explicitly acknowledges PEP status and approves Business Relationship

Name	Role	Signature (name)	Date
Floris Waage	Responsible Board Member
Sander van Alphen	Board Member

Retain this file for 5 years after termination of the Business Relationship. Policy reference: AML/Sanction Act Policy dated 23 June 2025 — Nyver Capital Management B.V.

UBO ANALYSIS —

UBO Register

UBO Analysis

UBO Analysis — Nyver Capital Management B.V. · Policy reference: AML/Sanction Act Policy dated 23 June 2025

ANNEX T — TRANSACTION PARTIES REGISTER

T.1 — Sellers register

For sellers with small stakes fully exiting: identity confirmation and sanctions/PEP screening is sufficient. Document proportionate basis in T.3 CO notes.

T.2 — Stake reconciliation

Total stake sold by all identified sellers must equal the stake acquired by the AIF. Any gap = unidentified seller. Resolve before closing.

Total stake sold by all sellers %

Re-investing %

Stake acquired by AIF (post-closing) %

Reconciliation confirmed by CO — amounts match

Yes No

If reconciliation does not balance: identify and document the additional seller(s) before proceeding. An unaccounted gap is an unidentified transaction counterparty — do not proceed to closing without resolution.

T.3 — Transaction description and seller assessment

Complete for each seller whose stake is material. For small-stake full-exit sellers a brief proportionate note is sufficient.

Transaction description

Pre-closing restructuring

Purpose makes commercial sense?

T.4 — Screening — all sellers

Default screening tool: Napier AI. If alternative tool used, record name and reason in CO notes.

Any Blocked Persons match: STOP — notify Board — follow Annex V.2 of AML Policy. Transaction must not proceed.

T.5 — CO sign-off — Annex T

All sellers identified and listed in T.1 Stake reconciliation confirmed — amounts balance (T.2) Purpose and use of proceeds documented for primary seller(s) (T.3) All sellers screened — clear (T.4) ANNEX T COMPLETE — referenced in Section 4.1

Closing note

CO signature (name)

Date

Annex T is a closed historical record once the transaction completes. It is not updated at periodic reviews. Supporting transaction documents are filed in "Annex T Transaction Record" subfolder.

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