MIFIDPRU Public Disclosure
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1 Overview and Summary
Gladstone Capital Management LLP (the “Firm”) is regulated by the Financial Conduct Authority (“FCA”) as a Markets in Financial Instruments (“MiFID”) firm and subject to the rules and requirements of the FCA’s Prudential Sourcebook for MiFID Investments Firms (“MIFIDPRU”) handbook.
For the purposes of MIFIDPRU, the Firm has been classified as a small non-interconnected (“SNI”) firm.
The Firm has produced this Public Disclosure Document in line with the rules and requirements of MIFIDPRU 8, as applicable to SNI firms. As such the firm is required by MIFIDPRU 8 to disclose information regarding renumeration policy and practices.
The purpose of these disclosures is to give stakeholders and market participants an insight into the Firms culture and to assist stakeholders in making more informed decisions about their relationship with the firm.
This document has been prepared by Gladstone Capital Management in accordance with the requirements under MIFIDPRU 8 and is verified by the Executive Committee. Unless otherwise stated, all figures are as at the Firms 30th November financial year-end.
1.1 Own funds requirements – MIFIDPRU 4
As an SNI firm without permissions for dealing as principle or holding client money or client assets, the Firm is subject to a Permanent Minimum Requirement of £75,000.
The Firm calculates its own funds requirements based on the Fixed Overhead Requirement (“FOR”) calculation and is not subject to any K-factor requirements.
The Firm has further assessed any risks facing its business operations within its ICARA and quantified additional own funds and liquidity, where required.
1.2 Own funds requirements
The Firm calculates its own funds requirements as an SNI firm in line with the rules and requirements in MIFIDPRU 4.3 for SNI firms.
In addition, the Firm has completed its ICARA and analysis to determine its net wind-down requirements and any additional own fund requirements to fund its on-going operations.
The Firm’s risk appetite statement and assessment of risks through its risk management framework and risk register form the basis of its ICARA and assessment of the overall financial adequacy rule in line with MIFIDPRU 7.4.7.
The Executive Committee reviews, challenges and approves the ICARA and conclusions of own funds requirements.
2 Remuneration Policy and Practices
The Firm is subject to the basic requirements of the MIFIDPRU Remuneration Code (as laid down in Chapter 19G of the FCA’s Senior Management Arrangements, Systems and Controls Sourcebook (“SYSC”). The Firm, as an alternative investment manager, is also classified as a collective portfolio management investment firm, and as such, is also subject to the AIFM Renumeration Code (SYSC 19B). The purpose of the remuneration requirements is to:
- Promote effective risk management in the long-term interests of the Firm and its Clients.
- Ensure alignment between risk and individual reward.
- Support positive behaviors and healthy firm cultures; and
- Discourage behaviors that can lead to misconduct and poor customer outcomes.
The objective of the Firm’s remuneration policies and practices is to establish, implement and maintain a culture that is consistent with, and promotes, sound and effective risk management and does not encourage risk-taking which is inconsistent with the risk profile of the Firm and the services that it provides to its clients. In addition, the Firm recognises that remuneration is a key component in how the Firm attracts, motivates, and retains quality staff and sustains consistently high levels of performance, productivity, and results. As such, the Firm’s remuneration philosophy is also grounded in the belief that its people are the most important asset and provide its greatest competitive advantage. The Firm is committed to excellence, teamwork, ethical behaviour, and the pursuit of exceptional outcomes for its clients. From a remuneration perspective, this means that performance is determined through the assessment of various factors that relate to these values, and by making considered and informed decisions that reward effort, attitude, and results.
Characteristics of the Firm’s Remuneration Policy and Practices:
Remuneration at the Firm is made up of fixed and variable components. The fixed component is set in line with market competitiveness at a level to attract and retain skilled staff. Variable remuneration is paid on a discretionary basis and takes into consideration the Firm’s financial performance as well as the financial performance of each business unit, and the financial and nonfinancial performance of the individual in contributing to the Firm’s success. All staff members are eligible to receive variable remuneration. The fixed and variable components of remuneration are appropriately balanced: the fixed component represents a sufficiently high proportion of the total remuneration to enable the operation of a fully flexible policy on variable remuneration. This allows for the possibility of paying no variable remuneration component, which the Firm would do in certain situations, such as where the Firm’s profitability performance is constrained, or where there is a risk that the Firm may not be able to meet its capital or liquidity regulatory requirements.
Governance and Oversight:
The Executive Committee is responsible for setting and overseeing the implementation of the Firms remuneration policy and practices. In order to fulfil its responsibilities, the Executive Committee:
- Is appropriately staffed to enable it to exercise competent and independent judgment on remuneration policies and practices and the incentives created for managing risk, capital, and liquidity.
- Prepares decisions regarding remuneration, including decisions that have implications for the risk and risk management of the Firm.
- Ensures that the Firm’s remuneration policy and practices take into account the public interest and the long-term interests of shareholders, investors, and other stakeholders in the Firm.
- Ensures that the overall remuneration policy is consistent with the business strategy, objectives, values, and interests of the Firm and of its clients.
- The Firms remuneration policy and practices are reviewed annually by the Executive Committee.
For the financial year 1st December 2023 to 30th November 2024, the total amount of renumeration awarded to all staff was £17,970,315.
Quantitative Remuneration
All firms are required to publicly disclose certain quantitative information in relation to the levels of remuneration awarded.
As an SNI firm and in accordance with MIFIDPRU 8.6.8, Gladstone Capital Management LLP is required to disclose the total amount of remuneration awarded to all staff, split into fixed and variable remuneration.
For the performance year ending 30 November 2024:
Total fixed remuneration awarded £3,263,381
Total variable remuneration awarded £14,706,934
Total remuneration awarded £17,970,315
