Quest for Growth NV

2024 ANNUAL REPORT ANNUAL REPORT 2024 | 1 1 FOREWORD: MESSAGE TO THE SHAREHOLDERS 3 2 KEY FIGURES 4 3 HIGHLIGHTS 2024 5 4 INVESTMENT STRATEGY A. Why invest in Quest for Growth? B. The 3 investment segments C. The 3 investment themes & asset allocation D. Responsible investing 6 6 8 9 10 5 INVESTMENT REPORT A. Portfolio B. Portefolio return C. Market environment 2024 D. Capricorn Partners in the spotlight E. Company proﬁles 12 12 25 27 30 40 6 ESG REPORT 66 7 CORPORATE GOVERNANCE 74 8 REMUNERATION REPORT 87 9 FINANCIAL INFORMATION 90 10 ADDITIONAL INFORMATION 120 TABLE OF CONTENTS 2 | ANNUAL REPORT 2024 ANNUAL REPORT 2024 | 3 To the Shareholders of Quest for Growth, 2024 was another challenging year for Quest for Growth, characterised by persistent macroeconomic uncertainty and volatil- ity in the ﬁnancial markets. The diﬃcult market conditions for venture capital in Europe, combined with a number of negative developments within our holdings, led to a negative annual result for the venture and growth capital and funds segments. The quoted equities segment, in which we invest mainly in smaller European stocks, also suﬀered from the increasing disinterest in this market. Results and return The return on equity for Quest for Growth as a whole comes out at -4.5% in 2024. This means we will not be able to pay a dividend for the third year in a row. While this is disappointing, it is important to remember that these years follow a strong period. The annualised net performance of our portfolio over the past 10 years is still 5.0%. We remain focused on creating long-term value for our shareholders. Strategic focus and portfolio management Despite the challenges, in 2024 we maintained our strategic focus on identifying and supporting promising growth companies resulting in some bright spots in our portfolio over the past year. In our listed equity portfolio, there were some notable outliers. Tubize in particular, the holding company above UCB, performed excellently with an annual return of 100%. In addition, a takeover bid was made for Nexus AG, a company we had been investing in since 2011. Including dividends, the performance of this stock over this 13-year period exceeds 1,000%. There were also positive developments in the venture capital segment. We invested in two new direct participations: Confo Therapeutics and Gradyent. Both companies are promising and operate in sectors with growth potential. We also committed to the new Capricorn Healthtech II fund, in which we will invest € 12.5 million over the coming years. Change of board Early 2024, Brigitte de Vet-Veithen announced that she would step down as chairman of the board following her appointment as CEO of Materialise. We thank her for her valuable contribution to Quest for Growth since 2022. On 23 January, I was ap- pointed as the new chairman, an appointment approved by the general meeting on 28 March. I hope to bring my experience in the investment world and as a director to the further development of Quest for Growth. We would also like to thank Prof. Dr. Regine Slagmulder for her many years of dedication and valuable contribution as a director since 2011. Her mandate will end at the general meeting on 27 March. Outlook Looking ahead, we see a number of factors that make us cautiously positive. We do not expect a spectacular recovery in the venture capital market, but some of our portfolio companies are strongly positioned to develop further in the future. In the quoted equities portfolio, valuations have fallen signiﬁcantly in recent years, which may oﬀer opportunities for the future. We remain alert to new investment opportunities and will continue to play our active role as an investor. Thank you Finally, I would like to thank the Capricorn team for their commitment and dedication. I would also like to thank our sharehold- ers for their continued trust in Quest for Growth. Lieve Creten, Chairman and independent director 1. FOREWORD: MESSAGE TO THE SHAREHOLDERS 4 | ANNUAL REPORT 2024 Balance sheet (000 €) 2024 2023 2022 2021 2020 Quoted equities 82.423 84.302 82.860 116.460 101.758 Venture & growth capital 12.125 13.289 14.170 19.972 15.646 Venture & growth funds 35.798 35.526 39.481 32.627 25.097 Financial assets 130.346 133.117 136.511 169.059 142.501 Cash and other assets 4.112 7.668 7.799 10.682 10.809 Liabilities -52 -40 -40 -40 -41 Net asset value 134.406 140.745 144.269 179.701 153.269 Results Net proﬁt / loss (000 €) -6.338 -3.524 -24.829 33.141 17.084 Return NAV (1) -4.50% -2.44% -14.7% 21.9% 12.5% Dividend preference shares (000 €) 0 0 0 1.971 0 Dividend ordinary shares (000 €) 0 0 0 17.075 0 Total dividend (000 €) 0 0 0 19.046 0 Net return on dividend (2) 0% 0% 0% 12.5% 0% Pay-out ratio 0% 0% 0% 57.5% 0% Numbers per share Net asset value per share (€) 7.17 7.51 7.93 10.71 9.14 Proﬁt / loss per ordinary share (€) (3) -0.34 -0.19 -1.40 1.98 1.02 Proﬁt / loss per preference share (€) (3) -0.34 -0.19 -1.40 - - Gross dividend per ordinary share (€) 0 0 0 1.02 0 Net dividend per ordinary share (€) 0 0 0 1.00 0 Gross capital reduction per ordinary share (€) 0 0 0 0 0.40 Stock information Share price (€) 3.98 5.00 6.00 7.98 6.50 Discount versus net asset value 44.5% 33.4% 24.3% 25.5% 28.9% Total number of outstanding shares (000) 18.734 18.734 18.199 16.774 16.774 Market capitalisation (000 €) 74.561 93.670 109.195 133.858 109.033 Stock market volume in shares (000) 2.083 1.540 2.512 2.775 2.876 (1) NAV return after proﬁt distribution. taking into account capital increases (time weighted rate of return) (2) compared to the share price at the end of the ﬁnancial year (3) calculated based on the average number of shares for the ﬁnancial year 2. KEY FIGURES ANNUAL REPORT 2024 | 5 3. HIGHLIGHTS 2024 New Chair of the Board of Directors – Lieve Creten has extensive experience as an independent director at various companies and succeeds Brigitte de Vet-Veithen, who was appointed CEO of Materialise at the end of 2023. Stock price evolution Tubize – The holding company Financière de Tubize, which only has UCB shares in its portfolio, delivered the top return in the quoted equities portfolio with an annual proﬁt of no less than 100%. Takeover bid Nexus – Early November a takeover bid was launched for Nexus shares at a premium of 44%. The take- over is yet to be formally completed in 2025. Investments in Confo & Gradyent – In the venture and growth capital portfolio new investments were added in Confo, an emerging Ghent-based biotech player, and Gradyent, which provides smart solutions for industrial heating via ‘digital twins’. Sale of FEops & Purchase of Thryve – Within Capricorn Digital, the FEops investment in the ICT Arkiv fund was sold to Materialise and Thryve was added to the portfolio of the Digital Growth fund. Launch of Capricorn Healthtech Fund II – At the end of 2024, the CHF II fund had a ﬁrst closing of € 51 million, with Quest for Growth as one of the cornerstone investors with committed capital of € 12.5 million. 2 1 3 5 6 4 6 | ANNUAL REPORT 2024 A. Why invest in Quest for Growth? Quest for Growth is a privak/pricaf, a public alternative invest- ment fund (AIF) with ﬁxed capital under Belgian law, managed by Capricorn Partners NV. It is an Article 8 fund under SFDR (a fund that promotes, among other things, environmental and/or social characteristics, or a combination of these characteristics, provided the investee companies follow good governance practices) and is listed on Euronext Brussels. As a shareholder of a Privak, you also enjoy a number of tax beneﬁts. ‘Quest for Growth’ is not only the name, but also the fund’s raison d’être. It aims to invest in innovative companies with high long- term growth potential and a positive impact on society, which is re- ﬂected in Capricorn Partners’ mission statement: “Investing Where Technology Impacts Most”. The share is therefore intended for investors with the same long-term vision and drive for progress and positive impact. Quest for Growth’s investment vision is integrated into its manage- ment mandate in the form of two sets of three pillars. The ﬁrst three pillars consist of the segments in which the fund invests: quoted equities, direct investments in venture & growth capital and in- direct investments in venture & growth capital via the Capricorn venture funds. Venture & growth capital (better known as venture capital) is a sub-branch in the private equity sector that focuses on private companies with a breakthrough product or technology and high future potential. 4. INVESTMENT STRATEGY SET 1 QUOTED EQUITIES VENTURE & GROWTH CAPITAL VENTURE & GROWTH FUNDS Read more about this on our website: https://capricorn.be/en/channels/quest-for-growth/about-2 ANNUAL REPORT 2024 | 7 The second set of three pillars concerns the themes in which Quest for Growth invests, namely digital technology (Digital), technology for the health sector (Health) and clean technology (Cleantech). The choice of these themes reﬂects the manager's vision of the sectors that have a major positive impact on today's and tomorrow's society and that will at the same time gain importance in the future. In the following chapters you will ﬁnd more details about Quest for Growth's investment strategy. More information about the compa- nies reviewed in this report can be found in chapter 5E, Company Proﬁles, starting on page 40. SET 2 DIGITAL HEALTH CLEANTECH 8 | ANNUAL REPORT 2024 B. The 3 investment segments Investments in quoted equities Quest for Growth’s quoted portfolio is 100% actively managed and does not follow any reference index or benchmark. Stock selection is based on fundamental analysis. Important investment criteria are: ﬁnancial strength, growth prospects, market position, management and governance strength and valuation. The prefer- ence lies in long-term investments in growth companies with an attractive valuation. Most of the shares within the portfolio are in companies with a small or mid-sized market capitalisation (small & mid caps). The investment managers believe it is important to maintain person- al contact with the management of these companies. Quest for Growth may also invest in large companies to a certain degree, thus improving the liquidity of part of the portfolio. The portfolio is diversiﬁed but selective, with investments in 20 to 30 diﬀerent companies. Balanced diversiﬁcation among the vari- ous industries is a goal. The size of an investment in an individual company is a maximum of 5% of the net asset value at the time of investment. As a result of market movements, this percentage may increase to a maximum of 7.5% per company. Direct investments in venture & growth capital Quest for Growth is able, on a selective basis, to co-invest together with the venture and growth funds of Capricorn Partners, which can result in Quest for Growth increasing its exposure to companies in which investments have already been made. This will usually be done in a later phase of the company’s development. These kinds of co-investments are initially decided on by the board of directors of Quest for Growth. To promote investment in venture and growth capital, the board of directors resolved in 2017 to make provision for direct investments that were not joint investments. They have to fall within the existing competences of the Management Company, Capricorn Partners, but outside the active investment period or specialisms of existing Capricorn venture and growth funds. The aim is to ﬁnd companies that at least have returning, paying clientele or a proof of concept (in the Health sector). For direct investments in venture and growth capital, Quest for Growth will invest a maximum of 5% of the assets in a single company. The initial investment will amount to a maximum of 2.5% of the assets. The aim with regard to investments in venture and growth capital is to create added value through an acquisition by another market party or through an exit via an IPO. Investments in venture & growth funds To a major extent, investments in unquoted equities will be made via venture capital funds of Capricorn Partners, which is Quest for Growth’s management company. Decisions on whether to under- take investments in these funds are taken by the board of directors of Quest for Growth. The aim is to take signiﬁcant participations in start-up and growth companies via these funds, whereby the man- agement company plays an active role on the board of directors and in supporting the management. Quest for Growth will not commit more than 20% of its statuto- ry capital to a single fund organized by Capricorn Partners. The aggregated investment in venture and growth funds calculated based on cost of investment will in principle never exceed 35% of the statutory capital of Quest for Growth. These Capricorn funds in which Quest for Growth invests also aim to create added value by eventually selling the companies in their portfolio or introducing them to the stock exchange. ANNUAL REPORT 2024 | 9 C. The 3 investment themes & asset allocation Digital Digital includes investments in sectors such as software, hardware and semiconductors. There is focus on sub-areas within Digital that still have strong growth prospects. Examples include digital solu- tions for the healthcare sector (“digital healthcare”), the manage- ment of large quantities of data (“big data”), the internet of things, e-commerce and cloud software. Health In Health, the focus lies on companies oriented towards the pre- vention, diagnosis and treatment of illnesses. This encompasses biopharmaceutical and pharmaceutical medicines and medical equipment, devices and services. Examples of ﬁrms we are on the look out for include ﬁrms selling products and technologies that oﬀer solutions for major clinical needs or that contribute to keeping a check on rising costs on the healthcare sector. Cleantech Cleantech covers innovative products or services for cleaner or more eﬃcient use of the earth’s natural resources such as ener- gy, water, air and raw materials. Cleantech can be regarded as a particularly attractive area of investment in the coming years and decades because it oﬀers solutions that enable further economic growth on a planet with limited natural resources. This investment theme can include investments in companies involved in energy eﬃciency, renewable energy, advanced materials, sustainable chemistry, water and pollution control. Asset allocation Quest for Growth will invest at least 70% of its assets in quoted equities with a market capitalization of less than € 1,5 billion or in venture and growth capital. At least 25% of the assets will be invested in venture and growth capital. Quest for Growth will target a combined exposure to venture and growth capital (direct and indirect via venture and growth funds) and uncalled commitments between 45% and 55% of its capital. Investments are chieﬂy made by means of shares and convertible loans. Resources that are temporarily not invested in the above catego- ries may be held in ﬁnancial instruments such as term deposits or short-term commercial paper. Quest for Growth is allowed to hold up to 30% of its assets in cash and cash equivalents. In general, Quest for Growth limits its investments to the amount of its own funds. The use of borrowings (leverage) is limited to a maximum of 10%, but debt ﬁnancing will only be used in special circumstances and for a limited period. The aggregated amount of uncalled committed capital of all ven- ture and growth funds and any debt taken on by Quest for Growth will never exceed 35% of the statutory capital of Quest for Growth. The use of derivative products is possible within certain limits as an alternative to equities dealing or in order to hedge the quoted equities portfolio. Geographically, Quest for Growth mainly focuses on European companies. In principle, investments in foreign currencies will not be hedged. The asset manager can decide to deviate from the general rule in exceptional circumstances. For example, in case of an investment in venture and growth capital in a country that is per- ceived as having a signiﬁcant exchange rate risk or in case of an imminent exit in a non-euro denominated company. The decision to hedge will be exceptional and the reasoning will be document- ed and reported to the board of directors of Quest for Growth. 10 | ANNUAL REPORT 2024 Quest for Growth accepts no form of abuse relating to human rights, labour, the environment or anti-corruption in the investment portfolio. Capricorn Partners has signed the 10 principles of the United Nations Global Compact. These principles are based on international UN declarations relating to human rights, labour, the environment and anti-corruption. The principles concerning human rights call on companies to support and respect the protection of internationally re- cognised human rights and requires them to ensure that they do not cooperate in violations of human rights. With regard to labour, Quest for Growth requires the port- folio companies to show support for the freedom of asso- ciation and eﬀective recognition of the right to collective negotiation. The principles also require companies to elimi- nate all forms of forced labour or mandatory labour, to ef- fectively discontinue child labour and to combat every form of discrimination in the ﬁelds of labour and occupations. Respect for the environment is a key element of this United Nations pact. Companies must take precautions in addressing environmental challenges and must take initiatives to promote greater environmental awareness. They must also stimulate the development and circulation of environmentally friendly technologies. The last principle is that of anti-corruption. No doubt at all may exist in that respect. The companies in our portfolio must counter every form of corruption, including black- mail and bribery. HUMAN RIGHTS LABOUR ENVIRONMENT ANTI-CORRUPTION The principles we rely on D. Responsible investing Responsible investing means that environmental, social and governance criteria are incorporated into invest- ment decisions, which lead to sustainable growth and the transition to a climate-neutral and social economy. With Quest for Growth we promote a positive internal func- tioning of our portfolio companies (ESG) and we distribute the capital over three social domains, namely Cleantech, Health and Digital. In this way we meet the future expec- tations of our shareholders and we are convinced that this responsible way of investing is the only right way forward. If we want to tackle the climate crisis, we need to focus on green innovative technologies, and as a fund we have been committed to promoting low-carbon technologies for years. While for the health crisis, we focus on digital health and medtech technologies that, just like cleantech, are aﬀordable and accessible enough to be applied on a large scale. That is precisely why Quest for Growth inves- ts in both start-ups with groundbreaking ideas and listed companies that have the clout to use that technology. This approach also gives our shareholders a unique opportuni- ty to invest in a diversiﬁed portfolio. We therefore use our capital for responsible progress. Through our active shareholding model, we engage in dialogue with our portfolio companies and increase their economic value by steering their activities in a more res- ponsible direction. As the management company of Quest for Growth, Capri- corn Partners developed an integral and proactive ESG in- vestment strategy. From the selection of portfolio compa- nies and venture funds to the monitoring of the companies in our portfolio, we always look at our decisions in the light of ESG and the social relevance of the companies. Our strategy also builds on internationally recognized prin- ciples regarding investments that we have signed. The ESG policy can be consulted on the ESG page of the Capricorn Partners website (www.capricorn.be). i. The ten principles of the UN Global Compact ANNUAL REPORT 2024 | 11 Capricorn Partners has also endorsed the UN's 6 Principles of Responsible Investment. This commitment means that we integrate ESG characteristics and risk factors in our investment analyses, our due diligence inquiries and our decisi- on-making process, and that we play an active role in the management boards of the private portfolio com- panies and exercise our voting rights. In both cases, we take decisions that are consistent with our ESG policy. We report annually to our investors on our ESG en- gagement. Where relevant, taking account of the size and activities of the portfolio companies, we report on the qualitative and quantitative progress of the ESG factors in our portfolio companies. We also promote the acceptance and implementation of the PRI within the investment sector and participate in conferences, networks and information platforms in order to share information. Finally, we report on our activities and progress rela- ting to the implementation of these principles. Our ESG strategy is based on the UN Sustainable De- velopment Goals. The 17 goals aim to eliminate pover- ty, protect the planet and bring peace and welfare for everyone towards 2030. Every company and every fund that we invest in has a positive impact on one or more SDGs. Quest for Growth contributes most to the following goals Building resilient infrastructure, pro- moting inclusive and sustainable indus- trialisation and fostering innovation Ensure sustainable consumption and production Ensuring access to aﬀordable, reliable, sustainable and modern energy for all Ensuring healthy living and promoting well-being for all at all ages ii. The UN principles of responsible investment (PRI-principles) iii. The UN Sustainable Development Goals (SDGs) 12 | ANNUAL REPORT 2024 A. Portfolio 5. INVESTMENT REPORT 61.3% Quoted equities 9.0% Venture & growth capital Cleantech 5.17% 3.52% 2.62% 2.22% 1.60% 1.26% 1.08% 17.5% Digital 5.26% 4.80% 3.20% 3.02% 2.07% 2.03% 1,.75% 0.5% 0.29% 23.2% Health 5.48% 4.24% 3.23% 3.05% 2.78% 1.88% 20.7% 2.70% 0.92% 0.74% 0.26% 0.14% 4.8% Digital 2.65% 1.15% 0.08% 3.9% Cleantech 0.37% 0.4% Health ANNUAL REPORT 2024 | 13 26,6% Venture & growth funds Digital Capricorn ICT Arkiv Capricorn Digital Growth Fund health at home 6.2% Capricorn Sustainable Chemistry Fund 8.8% Cleantech Health Capricorn Healthtech Fund Capricorn Healthtech Fund II MAINSTAY MEDICAL 4.7% Capricorn Fusion China Fund 1.9% Diversiﬁed 0.4% Other 0.5% 4.2% Participations Sector Change since 31/12/2023 Currency Valuation in base currency Valuation in EUR In % of Net Asset Value CONFO THERAPEUTICS Health EUR 500,000 EUR 500,000 500,000 0.37% DMC Cleantech USD 1,612,499 1,552,122 1.15% ECLECTICIQ Digital EUR 275,000 EUR 992,529 992,529 0.74% FRUITCORE ROBOTICS Digital EUR 1,235,972 1,235,972 0.92% GRADYENT Digital EUR 299,960 EUR 351,840 351,840 0.26% NGDATA Digital EUR 114,220 EUR 194,536 194,536 0.14% QPINCH Cleantech EUR 490,478 EUR 3,565,450 3,565,450 2.65% SENSOLUS Digital EUR 37,501 EUR 3,627,827 3,627,827 2.70% 12,020,276 8.94% Debt Sector Change since 31/12/2023 Currency Valuation in base currency Valuation in EUR In % of Net Asset Value REIN4CED Cleantech EUR 701,036 EUR 105,155 105,155 0.08% 105,155 0.08% Equity Sector / Market Number of shares Change in number since 31/12/2023 Currency Share Price Valuation in EUR In % of Net Asset Value CLEANTECH 23,499,060 ABO ENERGY Deutsche Börse (Xetra) 40,306 EUR 36.10 1,455,047 1.08% ANDRITZ Wiener Börse 44,000 44,000 EUR 48.98 2,155,120 1.60% JENSEN GROUP Euronext Brussels 160,876 25,000 EUR 43.20 6,949,843 5.17% KINGSPAN Euronext Dublin 50,000 15,000 EUR 70.45 3,522,500 2.62% KERRY GROUP Euronext Dublin 50,750 -2,500 EUR 93.25 4,732,438 3.52% ROBERTET Euronext Paris 2,000 2,000 EUR 848.00 1,696,000 1.26% THERMADOR Euronext Paris 41,444 -7,000 EUR 72.10 2,988,112 2.22% DIGITAL 31,141,905 B&C SPEAKERS Borsa Italiana 165,004 EUR 16.90 2,788,568 2.07% CEWE STIFTUNG Deutsche Börse (Xetra) 62,360 7,051 EUR 103.40 6,448,024 4.80% DATRON Deutsche Börse (Xetra) 55,520 -63,480 EUR 7.10 394,192 0.29% EVS Euronext Brussels 228,327 33,000 EUR 30.95 7,066,721 5.26% INIT INNOVATION Deutsche Börse (Xetra) 27,650 27,650 EUR 36.60 1,011,990 0.75% MELEXIS Euronext Brussels 71,789 9,000 EUR 56.50 4,056,079 3.02% NEDAP Euronext Amsterdam 78,148 EUR 55.00 4,298,140 3.20% TKH GROUP Euronext Amsterdam 70,570 -63,000 EUR 33.32 2,351,392 1.75% WOLTERS KLUWER Euronext Amsterdam 17,000 -11,500 EUR 160.40 2,726,800 2.03% WOLTERS KLUWER Euronext Amsterdam 28.500 -21.500 EUR 128,70 3,667,950 2,61% HEALTH 27,781,921 EQUASENS Euronext Paris 92,759 8,429 EUR 44.25 4,104,586 3.05% HARVIA OMX Helsinki 87,052 87,052 EUR 42.85 3,730,178 2.78% NEXUS Deutsche Börse (Xetra) 82,057 19,138 EUR 69.50 5,702,962 4.24% ROCHE SWX Swiss Exchange 16,000 -2,000 CHF 255.50 4,343,391 3.23% TUBIZE Euronext Brussels 51,820 -24,768 EUR 142.20 7,368,804 5.48% VIRBAC Euronext Paris 8,000 8,000 EUR 316.50 2,532,000 1.88% 82,422,886 61.32% QUOTED EQUITIES VENTURE & GROWTH CAPITAL 14 | ANNUAL REPORT 2024 CAPRICORN PARTNERS Last valua- tion date Change since 31/12/2023 Currency Valuation in base currency Valuation in EUR In % of Net Asset Value CAPRICORN DIGITAL GROWTH FUND Digital 31/12/2024 EUR 2,200,000 EUR 8,341,633 8,341,633 6.21% CAPRICORN FUSION CHINA FUND Diversiﬁed 31/12/2024 EUR 459,966 EUR 2,558,981 2,558,981 1.90% CAPRICORN HEALTHTECH FUND Health 31/12/2024 EUR -1,575,000 EUR 6,351,512 6,351,512 4.73% CAPRICORN HEALTHTECH FUND II Health 31/12/2024 EUR 625,000 EUR 625,000 625,000 0.47% CAPRICORN ICT ARKIV Digital 31/12/2024 EUR 5,614,872 5,614,872 4.18% CAPRICORN SUSTAINABLE CHEMISTRY FUND Cleantech 31/12/2024 EUR 1,600,000 EUR 11,807,774 11,807,774 8.79% Other funds LIFE SCIENCES PARTNERS III Health 30/09/2024 EUR -92,957 EUR 14,043 14,043 0.01% LIFE SCIENCES PARTNERS IV Health 30/09/2024 EUR 484,000 484,000 0.36% 35,797,815 26.63% VENTURE & GROWTH FUNDS PORTFOLIO OVERVIEW Currency Valuation in EUR In % of Net Asset Value Quoted equities EUR 82,422,886 61.32% Venture & growth capital EUR 12,125,431 9.02% Venture & growth funds EUR 35,797,815 26.63% Change in valuation venture & growth capital EUR 0 0.00% Financial assets EUR 130,346,132 96.98% Cash EUR 3,382,926 2.52% Other net assets & liabilities EUR 677,274 0.50% Net asset value EUR 134,406,331 100.00% Net asset value per share EUR 7.17 Share price EUR 3.98 Discount % 44.5% Cleantech 31% Health 27% Digital 40% Diversiﬁed 2% Venture & growth funds 27% Cash & other net assets & liabilities 3% Quoted equities 61% Venture & growth capital 9% ANNUAL REPORT 2024 | 15 16 | ANNUAL REPORT 2024 ANNUAL REPORT 2024 | 17 Portfolio spread The percentage of quoted equities in portfolio was 61.3%, slightly up from the end of 2023 (59.9%). Approximately 9.0% of the net asset value consisted of investments in unlisted companies, com- pared to 9.4% in 2023. 26.6% of the net asset value was invested in venture capital funds (vs. 25.2% as of December 31, 2023). The sum of direct and indirect investments in unlisted companies amounted to 35.7%, well above the statutory minimum of 25% (vs. 34.7% as at 31 December 2023). The balance of approximately 3.0% of the portfolio, or more than € 4 million, consisted of cash and other net assets (vs. 5.4% as at 31 December 2023). 72.3% of the net asset value was invested in unlisted participations or listed shares with a market capitalisation of less than € 1.5 billion, while the statutory minimum here is 70%. Net asset value and share price The net asset value per share on 31 December 2024 was € 7.17 compared to € 7.51 on 31 December 2023. The total net asset va- lue of Quest for Growth at the end of the year was € 134.4 million compared to more than € 140.7 million at the end of 2023. The share price decreased by 20.4% over 2024 to a closing price of € 3.98 on 31 December 2024. The discount of the share price to the net asset value increased sharply and amounted to 44.5% at the end of 2024, compared to 33.4% on 31 December 2023. Quest for Growth's market capitalisation amounted to approxima- tely € 74 million at the end of the year. 2.00 2.50 3.00 3.50 4.00 4.50 5.00 5.50 0 5,000 10,000 15,000 20,000 25,000 30,000 35,000 02 Jan 31 Jan 29 Feb 28 Mar 30 Apr 31 May 30 Jun 31 Jul 30 Aug 30 Sep 31 Oct 29 Nov 31 Dec Volume Share price (RHS) Stock price & Volume 2024 Top 10 investments Excluding the funds, the largest positions in the Quest for Growth portfolio at the end of 2024 are Tubize (5.5% of net asset value as of 31 December 2024), EVS (5.3%) and Jensen Group (5.2%). The top 10 consists only of listed shares. Sensolus (2.7%) and Qpinch (2.7%) are the largest venture and growth capital investments and are therefore in positions 12 and 13. 18 | ANNUAL REPORT 2024 Company Country Activity Segment Portfolio entry % NAV Belgium Biopharmaceuticals Health 2020 5.5% Belgium Live broadcasting equipment Digital 2022 5.3% Belgium Heavy-duty laundry equipment Cleantech 2016 5.2% Germany Photo and online printing services Digital 2017 4.8% Germany Software for hospitals Digital 2011 4.2% Ireland Nutritional ingredients Cleantech 2020 3.5% Switzerland Pharmaceuticals and diagnostics Health 2020 3.2% Netherlands Technological solutions Digital 2018 3.2% France Software for pharmacies Digital 2010 3.1% Belgium Automotive sensors Digital 2011 3.0% Geographical spread The portfolio is well diversiﬁed between the three diﬀerent investment areas it focuses on, namely Digital, Health and Cleantech. Geographically, the focus of the portfolio is on Western Europe. 2,1% FINLAND NORWAY DENMARK SWEDEN NETHERLANDS BELGIUM AUSTRIA BULGARIA ESTONIA FRANCE SWITZERLAND MONACO GREECE ROMANIA CROATIA HUNGARY SLOVAKIA PORTUGAL SPAIN MALTA ITALY LUXEMBOURG LITHUANIA LATVIA SLOVENIA CYPRUS POLAND CZECH REPUBLIC UNITED KINGDOM IRELAND GERMANY 6.3% 52.7% 8.7% 8.6% 12.5% 3.3% 1.2% 2.9% FINLAND NORWAY DENMARK SWEDEN NETHERLANDS BELGIUM AUSTRIA BULGARIA ESTONIA FRANCE SWITZERLAND MONACO GREECE ROMANIA CROATIA HUNGARY SLOVAKIA PORTUGAL SPAIN MALTA ITALY LUXEMBOURG LITHUANIA LATVIA SLOVENIA CYPRUS POLAND CZECH REPUBLIC UNITED KINGDOM IRELAND GERMANY US CANADA 1.7% ANNUAL REPORT 2024 | 19 Investments & divestments in the quoted portfolio Over the entire year 2024, Quest for Growth invested in ﬁve new positions. In February, Quest for Growth bought shares in the Finnish company Harvia, the global market leader in sauna prod- ucts. Harvia generates high margins and is growing strongly due to increasing demand outside its Scandinavian home market. The United States and Japan in particular, two markets with enormous potential and low penetration of saunas, are ready for a growth phase. In addition, the health beneﬁts of saunas are becoming increasingly well-known and promoted. We bought this small cap at the beginning of February and since then the share has risen by 33%. In August, Quest for Growth acquired shares in the French family business Virbac, a specialist in veterinary medicines. Virbac has a broadly diversiﬁed portfolio, with limited risks of patent expiry. Virbac's portfolio is strongly oriented towards pet products and emerging markets, two extremely interesting growth areas. In the long term, Virbac wants to further increase its operating proﬁt margin to 20% in 2030, mainly through economies of scale and improved productivity. Finally, the balance sheet, even after two acquisitions in Japan and India, leaves suﬃcient room for external growth. Shortly afterwards, Quest for Growth invested in the Austrian com- pany Andritz, the world leader in the construction of hydroelectric power plants and also active in other clean technologies such as water puriﬁcation, biofuels, air puriﬁcation and green hydrogen. A strong balance sheet, signiﬁcant service revenues and a high order book contribute to the stability of the company. Andritz has experienced an average proﬁt growth of around 15% per year over the past ﬁve years, while the valuation is very low. Finally, in December, Quest for Growth invested in two new compa- nies: Robertet and Init. The French company Robertet specializes in the production of natural scents and aromas that are used in perfumes, food and drinks, among other things. Robertet is active worldwide and is the reference for natural ingredients. Robertet is realizing good growth ﬁgures thanks to changing consumer needs. They attach more and more importance to sustainability and natu- ral ingredients. Future growth oﬀers Robertet a prospect of higher margins, thanks to investments in automation and economies of scale. German technology company Init specializes in advanced IT sys- tems for public transport. Init's products and services improve the eﬃciency and quality of public transport. Concrete examples are real-time travel information, eﬃcient management and main- tenance of the ﬂeet of vehicles and ticketing. This year, Init an- nounced a contract worth more than 100m dollars with the city of Atlanta to optimize ticketing. Init also won a nice contract in London worth 80m pounds. Both contracts also provide for a multi-year af- ter-sales service, the value of which is not included in the amounts communicated. Quest for Growth divested a total of 4 companies: SII, Mayr-Meln- hof, Stratec and LEM. SII left the portfolio, and the stock exchange, after a successful bid by the main shareholder. Mayr-Melnhof saw its proﬁtability decline, due to overcapacity in the paper and card- board market. The German company Stratec is struggling with a declining demand for medical analyses and diagnostics. The Swiss LEM is having diﬃculties in preserving its market share in the im- portant Chinese market. 20 | ANNUAL REPORT 2024 SII Kerry Roche Wolters Kluwer Mayr-Melnhof TKH Tubize Stratec Tubize Mayr-Melnhof Wolters Kluwer TKH LEM TKH Datron Wolters Kluwer Tubize Thermador Tubize Harvia Datron TKH LEM Tubize Wolters Kluwer Harvia Virbac Andritz Robertet Init Kingspan Equasens Nexus Jensen EVS EVS Equasens Melexis CEWE EVS Nexus Harvia EVS Nexus CEWE Virbac CEWE Jensen Nexus ACQUISITIONS INCREASE SALES REDUCTION JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC ACQUISITIONS AND SALES IN PORTFOLIO FOR FINANCIAL YEAR 2024 ANNUAL REPORT 2024 | 21 22 | ANNUAL REPORT 2024 Overview and history Capricorn funds The fund focuses on non-digital technologies that help prevent, diagnose and treat diseases, while the Capricorn Digital Growth Fund focuses on digital health technologies. The human healthcare technology sector covers a wide range of products and services in sub-sec- tors such as bio-pharmaceuticals and pharmaceuticals, vaccines, medical devices, medical imaging, diagnostics, research equipment and nutraceuticals. Capricorn Healthtech Fund Committed capital: € 42,052,000 Committed capital QfG: € 15,000,000 (35.67%) Uncalled capital QfG: € 0 Weight in NAV QfG: 4.73% since 2010 Capricorn's ﬁrst fund focused on the opportunities that arise from transforming data into actionable insights using AI and data science technologies, both within digital healthcare and Business 4.0. Capricorn ICT Arkiv Committed capital: € 33,202,000 Committed capital QfG: € 11,500,000 (34.64%) Uncalled capital QfG: € 1,127,000 Weight in NAV QfG: 4.18% since 2012 The fund capitalises on the ever-increasing opportunities resulting from the urgent need for new technologies to reuse, recycle or reduce the consumption of natural resources. These technologies signiﬁcantly reduce the carbon footprint and reduce resource requirements for processes and products. They are critical in the transition to a sustainable and ultimately circular economy. This includes food and feed ingredients, materials and chemical products manufactured from renewable resources and/or through sustainable processes. The Fund focuses on investment opportunities in Europe and North America but will also consider investments in other regions. Capricorn Sustainable Chemistry Fund Committed capital: € 86,500,000 Committed capital QfG: € 20,000,000 (23.12%) Uncalled capital QfG: € 1,800,000 Weight in NAV QfG: 8.79% since 2018 ANNUAL REPORT 2024 | 23 Capricorn Healthtech Fund II will operate as a pan-European fund, targeting investment in 10-15 companies in the late seed to Series B stages. With initial investment tickets between 1 and 5 million euros, the fund will invest in traditional medical devices and digital health companies. While the investment scope extends across Europe, the fund maintains a steadfast commitment to investing in our home- base, the Benelux region. The fund has realized a ﬁrst closing of € 51 million. Capricorn Healthtech Fund II Committed capital: € 51,000,000 (ﬁrst closing) Committed capital QfG: € 12,500,000 (24.51%) Uncalled capital QfG: € 11,875,000 Weight in NAV QfG: 0.47% since 2024 The fund focuses on investments in data-driven companies, concentrating on the growing number of investment opportunities, based on the trend of turning data into actionable insights on the one hand and the emerging use of artiﬁcial intelligence and data science techniques on the other. In this context, the investment team will mainly focus on applications in two areas: Digital Health and Industry 4.0. Geographically, the Capricorn Digital Growth Fund will focus on investment opportunities in Europe. The fund invests across the funding continuum from start-up to scale-up. Capricorn Digital Growth Fund Committed capital: € 84,500,000 Committed capital QfG: € 20,000,000 (23.67%) Uncalled capital QfG: € 9,800,000 Weight in NAV QfG: 6.21% since 2019 The fund focuses on investing in companies that link the European and Chinese markets. On the one hand, the fund is looking for innovative European companies which see a clear role for the Chinese market in their development (in sourcing, supply, production or commercialization). On the other hand, the fund will also invest in Chinese companies looking to step into the European market. Capricorn Fusion China Fund Committed capital: € 36,300,000 Committed capital QfG: € 9,199,312 (25.34%) Uncalled capital QfG: € 5,059,622 Weight in NAV QfG: 1.90% since 2021 INVESTMENT PHASE • Capricorn Healthtech Fund ➞ Portfolio in realisation • Capricorn ICT Arkiv ➞ Portfolio complete • Capricorn Sustainable Chemistry Fund ➞ Portfolio complete • Capricorn Digital Growth Fund ➞ Portfolio under construction • Capricorn Fusion China Fund ➞ Portfolio under construction • Healthtech Fund II ➞ Portfolio under construction ESG vision in the Capricorn funds Technology with a purpose - investing where technology impacts most With Capricorn’s venture funds, investing in Health, Cleantech and Digital solutions, our mission is to invest in companies that are dedicated to building applications or enabling technolo- gies that contribute to creating a better society. Our leading principles guide our team through our investment cycle, from pre-investment to exit: • We put the human interaction ﬁrst in our collaboration with portfolio companies. We partner with entrepreneurs and speak their language. How far do the ambitions of the foun- ders go and can we achieve an excellent return on invest- ment and value through strong mutual trust? We communi- cate transparently and respond to the needs arising from this dialogue. • As an investor, we look under the hood of innovative tech- nologies. Besides, we are keen to discuss go-to-market strategy upfront before we engage in a long-term partner- ship with the owners of the company. In the early stage of the investment process, we validate the product market ﬁt with potential customers in our network. • We believe that purpose-driven companies have a stronger economic performance. We have experienced this since the early beginnings of Capricorn Partners. That is why we set up funds with healthcare, cleantech and digital business as investment focus. Our focus lies beyond immediate returns, as we are long-term investors supported by a robust inves- tor community. Above all, we prioritize sustainable ﬁnancial outcomes as we strive for lasting success. Capricorn Partners leads by example To guide our team through the practice of sustainability, we have a strong ESG policy in which we set out formal guidelines, rules, exclusions and our monitoring processes. At Capricorn Partners, we know our ESG strengths, weaknesses and op- portunities. Our aim is to reﬂect these values when engaging with our portfolio companies. This is translated into a strong focus on good governance, a clear vision on a well-managed and inclusive workplace and the measurement and gradual improvement of relevant environmental objectives. A clear focus on innovative technologies in Digital Business, Health and Cleantech Technology can contribute with digital solutions in a broad range of sectors: Capricorn Digital focuses on investment op- portunities emerging from turning data into actionable insights using AI, Digital Twin, IoT and data science technologies. The focus is on software, but we are also open to hardware enabled software solutions and selective deeptech opportunities. We target the digital optimization of all business functions across industry sectors covering Industry 4.0, proptech and the digital enterprise. This includes, for example, solutions for smart man- ufacturing, logistics, energy management, sales & marketing or cybersecurity. Technology can contribute to overcome health challenges: Capricorn Health encourages the development of novel medical technologies in healthtech, including digital health and medtech solutions, which solves the complex medical challenges in front us. Possible technologies ranges from AI, digital twin, new materials, robotics and more. All the targeted investments are linked to personalized care, which promotes value-based healthcare. Clean technology represents new sustainable technologies that reduce or eliminate negative ecological impact and that improve the productive and responsible use of natural resources: Capricorn Cleantech invests in chemistry related innovation targeting energy transition, materials transition, and food system transition towards net-zero emissions. Each of the transitions will come with its own set of questions and challeng- es, but chemicals and materials constitute the core of all three. They are omnipresent in our daily lives, from the packaging of the food we eat, to the clothes we wear, to the solar panels we generate green electricity with. 24 | ANNUAL REPORT 2024 B. Portfolio return Quoted equities The estimated return of the quoted equities portfolio in 2024 was approximately 2% (excluding cash and before fees). The listed portfolio achieved a return that relatively lagged the return of both the Stoxx Europe 200 Small Net Return Index and the Stoxx Europe 600. Among the positive outliers we ﬁnd Tubize, Harvia and Jen- sen-Group. The standout in the portfolio so far this year is Tubize, the monoholding above the Belgian biopharmaceutical company UCB, with a total return of 100%. The sales ﬁgures of Bimzelx, UCB's medicine for the treatment of psoriasis, among other things, did not disappoint. Just like UCB, Tubize also saw its price rise to new re- cord levels several times. Tubize is not only the share with the best price performance this year, it has also become Quest for Growth's largest position. Jensen-Group, the global market leader in the production of indus- trial washing systems, achieved a record year in 2024. The future also looks promising. Through a partnership with the Japanese Mi- ura, Jensen was able to signiﬁcantly strengthen its position on the Japanese market. The acquisition of the German Maxi-Press gives Jensen access to the interesting market for spare parts. Jensen has not yet experienced any diﬃculties due to the diﬃcult eco- nomic conditions in Europe. Nevertheless, Jensen-Group remains one of the cheapest shares in our listed portfolio. One of the ﬁve newcomers in the portfolio also performed very well on the stock exchange: Harvia, the Finnish market leader in sauna products. Harvia generates high margins and is growing strongly thanks to increasing demand outside its Scandinavian home market. The United States and Japan in particular, two mar- kets with enormous potential and low penetration of saunas, are ready for a growth phase. In addition, the health beneﬁts of saunas are becoming increasingly well-known and promoted. We bought this small cap at the beginning of February and since then the sha- re has risen by 33%. The main decline in the portfolio is Melexis (-35%). Melexis had a diﬃcult second half of the year, due to its high exposure to the automotive sector. The French Equasens, producer of software for pharmacists and the German Datron also saw their share price fall signiﬁcantly in 2024. ANNUAL REPORT 2024 | 25 -40 -30 -20 -10 0 10 20 30 40 50 60 70 80 90 100 110 FINANCIERE DE TUBIZE HARVIA JENSEN-GROUP WOLTERS KLUWER KERRY GROUP NEXUS EVS BROADCAST EQUIPMENT ROCHE HOLDING STOXX Europe 600 NR CEWE STOXX Europe Small 200 NR QfG quoted (e) INIT ROBERTET B&C SPEAKERS KINGSPAN GROUP NEDAP VIRBAC ABO ENERGY TKH GROUP THERMADOR GROUPE ANDRITZ AG EQUASENS DATRON MELEXIS % Performance of the individual companies in the quoted portfolio * since the day of the ﬁrst purchase in Quest for Growth Source: Bloomberg, Capricorn Partners QfG Quoted (e): estimate excluding costs and cash Venture & growth capital and funds The venture and growth capital and venture and growth capital funds segments had another diﬃcult year in 2024, which led to the results in the table below. These results should be seen in the context of a ration- alization of the venture capital industry that started in 2021 and which on the one hand led to more rational valuations, but on the other hand, a ﬂat valuation became the new normal for capital increases and where only the most promising companies managed to raise capital. In our portfolios too, companies that lagged behind their business plan had a particularly diﬃcult time attracting new ﬁnancing, which led to downgrades and in addition, companies that did realize their plans were hardly or not at all rewarded by better valua- tions for follow-up ﬁnancing. At the end of 2024, the median values at which transactions took place and therefore the valuations at all stages increased compared to the end of 2023. But in addition, the number of transactions has fallen by double digits over the past year. This further illustrates that the tougher ﬁnancing environment has led to a quality bias, with companies that were able to survive 2023 and 2024 tending to be of higher quality and therefore likely to command higher valuations going forward. 26 | ANNUAL REPORT 2024 Segment (unquoted only) Return over 2024 Impact on result QfG (EUR) Impact on result QfG per share (EUR) Digital -11.1% -2,354,321 -0.13 Cleantech -7.6% -1,544,028 -0.08 Health -15.7% -1,940,921 -0.10 Diversiﬁed -19.2% -610,775 -0.03 Total -11.3% -6,450,044 -0.34 €7.10 €7.15 €7.20 €7.25 €7.30 €7.35 €7.40 €7.45 €7.50 €7.55 €7.60 €7.65 NAV 31/12/2023 Quoted equies (including dividends) Venture & growth capital Venture & growth funds Financial income and costs Operaonal costs NAV 31/12/2024 NAV / share € 7.51 € 0.11 € -0.19 € -0.16 € -0.001 € -0.11 € 7.17 Added value per share per segment NAV = Net asset value ANNUAL REPORT 2024 | 27 C. Market environment 2024 Quoted equities The year 2024 generally goes into the books as a good stock mar- ket year. Inﬂation fell while economic doomsday scenarios remain out of the question. But along with that positive message, important diﬀerences in stock market performance emerged. Those diﬀer- ences also had their impact on Quest for Growth's listed portfolio. The diﬀerence between the United States and Europe Once again, US stock markets were the primus among major glob- al equity markets. The S&P 500 realised a return of more than 33%, in euro terms, and achieved a new all-time high 57 times in 2024. The scenario of disinﬂation and looser monetary policy combined with robust consumer spending and corporate proﬁts drove prices higher throughout the year. The Nasdaq did even better, with a total return of around 39%, in euro terms. During December, the Nasdaq broke the symbolic 20,000-point mark for the ﬁrst time. Despite the spot in the shade, the main European stock markets, except for Paris, were able to turn out with positive returns. The Stoxx Europe 600 delivered a total return of more than 8%, but here too, the geographical diﬀerences varied widely. While the German economy had to cope with industrial weakness and po- litical uncertainty, the DAX was still up almost 19% without taking dividends into account. While in France, as in Germany, the car industry is struggling and the political situation seems far from stable, the CAC40 stayed out of the red only thanks to dividend payments. Financial markets are mercilessly punishing France for its precarious public ﬁnances. The diﬀerence between large caps and small caps In both Europe and the US, larger companies contributed solidly to the positive returns. The small cap factor, which attributes higher long-term returns to small companies, proved unsuccessful in the short term. The Russell 2000, the index that groups US small cap companies, delivered a total return of 23% over 2024 in euro terms, which was far less successful than US large caps, grouped in the Russell 1000 Index that posted a total return of over 35% in euro terms. This is nothing new. Over the last 10 years, large caps performed more than twice as well as US small caps. In Europe, a quasi similar picture. The Stoxx Europe 200 Large, which groups the 200 largest companies from the Stoxx Europe 600, rose more than 12% over 2024. The Stoxx Europe 200 Small could only achieve an increase of around 4%. European small caps are still trading below the peak reached by the Stoxx Europe 200 Small Index in the second half of 2021. Since that peak, European small caps oﬀered on average a negative annual return of around -3%. Over the past 10 years, European large caps achieved an an- nual total return of around 7%, better than the almost 6% annual return for small caps. Yet one clear diﬀerence also stands out. While in the US the growth in earnings per share for small caps is lower than for large caps, this is not the case in Europe. Earnings per share for European small caps is still achieving continuous growth while earnings growth in large caps has come to a standstill over 2024. Some noble unknowns as strongest outperformers on both sides of the Atlantic Within the S&P 500, it was once again the ‘Magniﬁcent Seven’ that carried the stock market boom. The top seven companies com- bined achieved returns of more than 48% in dollar terms and even more than 58% in euro. This compares with the aforementioned 33% total return in euro for the S&P 500. The equally weighted S&P 500 rose by a good 20% over the full year 2024 in euro terms. The total weight of the 7 largest companies in the S&P 500 exceeded 33% of the index. Ten years ago, the then seven largest companies represented only 13% of the S&P 500. The most signiﬁcant share price gains were found in numerous rath- er small sectors. Besides Nvidia, the following noble unknowns also saw their share prices more than double in a good 12 months' time: • Vistra: an electricity producer • GE Vernova: a manufacturer of wind turbines, recently spun oﬀ from General Electric • The airline company United Airlines • Axon Enterprises: a security ﬁrm with AI software applications • Texas Paciﬁc Land: the owner of a large land bank in the Permi- an Basin • Broadcom: a manufacturer of microchips • Targa Resources: a gas supplier • Howmet Aerospace: a supplier to the aerospace industry Europe also featured a very diverse range of previously small and rel- atively unknown companies that saw their share price at least double: • Siemens Energy: a manufacturer of turbines for mainly wind energy • Kongsberg Gruppen: a Norwegian defence company • UCB: a biopharmaceutical company • Unipol: an Italian insurer • Banca Monte Dei Paschi Siena: an Italian banking group • Rheinmetall: a German defence company • BPER Banca: another Italian banking group Venture and growth capital (funds) Venture capital market in Europe The European economy is characterised by falling interest rates, providing relief in a challenging environment for the venture capital market. Deal activity has declined slightly, however, but now seems to be stabilising, indicating a slow recovery in the market. The biggest investment sectors continue to include artiﬁcial intelli- gence (AI), lifesciences, SaaS, and cleantech. AI and lifesciences are strong growth areas, with AI seeing a signiﬁcant increase in invest- ment. Lifesciences, particularly in the areas of oncology and health- tech, also continue to perform strongly, attracting increasing investor attention. Cleantech remains resilient despite a decline in investment. The fundraising environment for venture capital in Europe remains challenging. There is a clear shift towards more capital for experi- enced venture capital funds, which have captured a larger share of funds raised this year, despite the rise of ﬁrst-time VC funds. Experienced managers continue to be preferred, partly because of the larger funds that are often backed with more capital. The time between fund closures does remain longer than before, reﬂecting the challenging market conditions. Although valuations and deal sizes show signs of recovery, the pro- portions of down rounds remain the same. Companies are aﬀected by rising costs and need to make savings, marking a reversal from the growth-at-all-costs period prior to the pandemic. Median valua- tion step-ups between rounds have cooled, with smaller increases in 2023 and 2024 compared to the peaks in 2022. In the early phases of the market, valuation step-ups tend to be less challeng- ing, while in later phases this becomes increasingly challenging. Venture exit markets are ﬁnally showing signs of recovery after a diﬃcult period that aﬀected liquidity in the industry. In the ﬁrst half of 2024, exits were often at reduced valuations, but in the second half there seemed to be a clear recovery, with more exits and an increase in total exit value compared to 2023. Southern Europe, with Puig's IPO being the biggest example, has a signiﬁcantly 28 | ANNUAL REPORT 2024 higher share of European exit value, although other regions such as France, Benelux, and the UK are also above 2023 levels. Life sciences, AI & ML and ﬁntech showed strong growth in exit value, with life sciences on track to double 2023 values. These develop- ments point to a broader recovery in Europe, which is positive for the future of fundraising and investment. In 2024, fund managers are increasingly focusing on ESG, mainly due to the EU SFDR directive. The majority of GPs expect LPs to increas- ingly invest in funds under Article 8 or 9, which have sustainability at their core, while Article 6 funds will become less attractive. As a re- sult, GPs are investing more in ESG compliance, with in-house teams or external consultants. Although LPs are slightly less progressive, they too expect most funds to meet these higher ESG standards. Sources: https://pitchbook.com/news/reports/q3-2024-european-venture-report https://pitchbook.com/news/reports/q3-2024-european-vc-valuations-report https://www.adlittle.com/en/insights/report/insight-state-european-private-equi- ty-industry- ANNUAL REPORT 2024 | 29 Outlook Price appreciation over 2024 pushes the valuation of the STOXX 600 Europe slightly higher from the levels at the end of last year. However, from a historical perspective, the valuation multiples of European equities remain low. The price-earnings ratio , based on earnings estimates for the next 12 months, stood at 13.3x at the end of December. The STOXX Europe Small 200, uniting companies with a relatively low market capitalisation, was trading at a price-earnings ratio (P/E) of 12.6x at the end of December. Over the past two years, the tradi- tional valuation premium of small caps over large caps evaporated completely. The 10-year historical average for the P/E of the STOXX Europe Small 200 is 16.3x while that of the STOXX Europe 600 is more than 10% lower at 14.6x. The higher growth outlook for small caps remains intact over the long term. The average valuation of listed stocks in Quest for Growth's portfolio is also lower than the average in recent years. This creates opportunities to buy addition- al stocks in the portfolio or to add additional stocks to the portfolio. We expect to further expand and realise the portfolio of invest- ments in venture and growth capital and venture and growth cap- ital funds in 2025. The investment climate for venture and growth capital is expected to recover slightly but still remain challenging, especially for those companies in need of additional funds. 30 | ANNUAL REPORT 2024 D. Capricorn Partners in the spotlight Achievements Realized €60M investment round led by Ackermans & Van Haaren Got FDA approval for AARIA-brain solution which will be crucial for Alzheimer treatment Started AI trial with Barts Health NHS Trust to Hospital at the Emergency Department Published astonishing real-world data (e.g. 93% adherence rate) Signed a commercial collaboration with JnJ Swiss for a market launch Acquired by Materialise Expands international commercial rollout to Australia Realized $125M equity ﬁnancing led by Gilde Healthcare Raised $5.3M where imec.istart fund has joined the round Investment round of €4M led by Capricorn Partners Achievements Went live with ﬁrst deployment in Industrial Heating on Europe’s largest petrochemical site Won the 2024 Communicare Impact award at Proptech conference MIPIM Expanded its Spatial Computing solutions with Gaze Tracking, by acquiring EyeWayVision’s IP Achieved full conversion to a comprehensive platform oﬀering and onboarded new customers such as: Improved logistics at new clients by launching the new production resource scheduling product Boosted sales by focusing on touchless sales Onboarded 10+ customers such as: spearheaded a renewed focus on AI-driven cyber threat intelligence with the arrival of a new CEO Successful market launch in the US Successfully rolled out its SaaS product oﬀering HIGHLIGHTS PORTFOLIO COMPANIES 2024 ANNUAL REPORT 2024 | 31 Achievements Strategic alliance with ASAsense accelerating the delivery of novel solutions for road safety MOU with Lululab on the development of Skin Analysis Applications based on Multispectral Imaging Oﬃcially opened 10th global oﬃce (Dallas, Texas) highlighting the increasing demand for AI-powered deal sourcing solutions Launch of new generation of Digital Robots and unveiling operating system with integrated AI copilot Invested in energy eﬃcient VOC waste gas treatment with 7-step ﬁltration process reducing emissions in the air Achievements Changhua Chemical Breaks Ground on First Production Plant using Econic’s technology Selected INEOS Green Lake to host World’s First Demonstration Plant for Sustainable Acrylonitrile Production successfully secured €6M additional funding to accelerate the commercial deployment of its transformative technology globally Danone, DMC, Michelin and Crédit Agricole Centre France join forces to create a cutting-edge biotechnology platform Appointed Grupo Samar as the exclusive distributor of its VO+ PE 1300 Series cavitation masterbatch technology Good progress scientiﬁcally with PRRS vaccine giving conﬁrmation of intracellular and anti-body related immune response Commisioned a 150 Ton/a in-house industrial pilot unit for mesoporizing zeolites Two new investments from the Capricorn industrial Biotech Fund: 32 | ANNUAL REPORT 2024 QUEST FOR GROWTH & PARTICIPATIONS IN THE NEWS IN 2024 De Tijd, 24/01/2024 www.dmcbio.com, 12/06/2024 ANNUAL REPORT 2024 | 33 www.trilliumchemicals.com, 04/06/2024 www.spectricity.com, 26/02/2024 34 | ANNUAL REPORT 2024 De Tijd, 11/10/2024 De tijd, 26/07/2024 www.spectricity.com, 26/02/2024 ANNUAL REPORT 2024 | 35 www.xenomatix.com, 15/10/2024 www.econic-technologies.com, 15/10/2024 Gids voor de beste Belegger, VFB magazine, September 2024 36 | ANNUAL REPORT 2024 De Tijd, 27/11/2024 De Tijd, 27/11/2024 ANNUAL REPORT 2024 | 37 QUEST FOR GROWTH & CAPRICORN SOCIALS TESTIMONIALS VENTURE & GROWTH CAPITAL QFG Can you introduce yourself & your company? My name is Cedric Ververken. I'm the CEO of Confo Therapeu- tics. Confo Therapeutics is a Belgium-based drug discovery and development company. We are dedicated to developing medicines that make a meaningful impact on patients' lives, with a primary focus on endocrine and metabolic diseases. For example, for individuals who lack certain hormones, Confo Therapeutics creates treatments to restore hormonal balance. Additionally, we are actively working on innovative medicines to address large metabolic indications such as obesity. What are the next steps for Confo Therapeutics? Confo Therapeutics' goals for the next few years focus on in- vesting in our pipeline of medicines. We currently have one clinical program already partnered with Eli Lilly, and we are committed to supporting that collaboration. However, our primary objective is to advance the programs we fully own, move them into clinical development, and ultimately provide treatments for patients with endocrine and metabolic diseases. What is the most rewarding aspect of being an entrepreneur? The most rewarding aspect, in my view, is building a company alongside a core team of people you get to know and trust over the years. Together, we strive to make the company successful. Ultimately, our work is about helping patients, but it's incredibly fulﬁlling to pursue that goal as part of a dedicated team. What is the social impact of the company? The social impact of Confo Therapeutics stems primarily from the medicines we are discovering and developing. We focus on treatments for rare conditions aﬀecting relatively small pa- tient populations, but where the therapies we create can have a profound impact on their lives. Additionally, we address larg- er societal challenges, such as obesity and diabetes, with the aim of delivering drugs that can make a meaningful diﬀerence on a broader scale. 38 | ANNUAL REPORT 2024 In 2024 Confo Therapeutics and Qpinch were added to the venture & growth portfolio of Quest for Growth. Can you introduce yourself and your company by brieﬂy describing your mission? I’m Valerie Dejaeghere, the CEO of Qpinch. Qpinch has developed a breakthrough technology to generate carbon neutral heat from industrial waste heat. The mission of Qpinch is to provide the industry a technology solution to enable energy eﬃciency, improve competitiveness and decarbonize their industrial processes. What are your company's goals for the next few years? We aim to enhance our technology and expand its commer- cialization to a larger mega-watt scale. We plan to utilize our strategic partnership with a global technology provider to accelerate the scaling and introduce a service model that will help our target customers overcome investment and capital expenditure challenges. What is the most rewarding aspect of being an entrepreneur? There are many aspects that are awarding for an entrepreneur, but by foremost what comes ﬁrst to mind is actually putting all our team capabilities and our experiences together and achieve key milestones in our journey, how ideas to generate carbon neutral heat realize in real energy eﬃciency and sav- ings for the industry. What social or Sustainable impact initiatives, is your company currently involved in and how have they been inﬂuenced by our partnership? The impact that we're having, which is at the same time the mission and the vision of the company which is to support the industry in their energy eﬃciency and decarbonization journey by supplying carbon neutral energy. So by having that impact that means the industry needs to put us at work so we can actually enable and implement that impact. How is Capricorn Partners supporting your growth and development beyond ﬁnancial investments? Beyond their ﬁnancial support, Capricorn possesses a deep understanding of our industry and what it takes to develop hardware technology. This means they are not just a ﬁnan- cial partner; they actively leverage their network and provide strong support, encouraging us to transition from technology development to successful commercial deployment. ANNUAL REPORT 2024 | 39 40 | ANNUAL REPORT 2024 E. Company proﬁles Quoted equities Water and energy eﬃcient laundry systems Jensen-Group NV is supplier to the heavy-duty laundry industry. The company markets products and services that include transportation and handling systems, tunnel washers, separators, feeders, ironers, folders and complete project management for fully-equipped and managed industrial laundries. The group supplies sustainable single machines, systems and integrated solutions and is developing environmental friendly and innovative products to reduce consumption of energy and water (CleanTech brand). It was founded by Jørn Munch Jensen and is headquartered in Ghent, Belgium. Country Belgium Market cap € 410 million Portfolio entry 2016 Equipment for hydropower and various industries Andritz provides innovative plants, equipment, systems, services and digital solutions for a wide range of industries. The group ope- rates through four business areas: Pulp & Paper provides techno- logy for the production of pulp, paper, tissue and board. Hydropo- wer is a supplier of electromechanical equipment for hydropower stations. The Metals division installs lines for the production of steel and non-ferrous products and for metal forming. Environment & Energy covers products for mechanical and thermal solid/liquid se- paration, equipment for the production of animal feed and biofuel, pumping technology, clean air technologies and solutions for green hydrogen and renewable fuels. Country Austria Market cap € 5 bilion Portfolio entry 2024 Project developer for wind and solar energy Founded in 1996 by Dr. Jochen Ahn and Mat- thias Bockholt, ABO Energy is an international project developer for wind and solar energy projects, also combined with energy storage solutions and production of green hydrogen. The company additionally provides operational management, maintenance, inspection and re- pair services. It is headquartered in Wiesbaden, Germany. Country Germany Market cap € 330 million Porfolio entry 2020 CLEANTECH ANNUAL REPORT 2024 | 41 High-performance insulation and building solutions Kingspan Group plc is an Ireland-based provider of low energy building solutions. It operates within ﬁve product groups: Insulated Panels, Insula- tion, Light, Air + Water, Rooﬁng + Waterprooﬁng and Data + Flooring. The Insulated Panels segment is engaged in manufacture of insulated panels, structural framing and metal facades. The Insulation segment is manufac- turing of rigid insulation boards, pipe insulation and engineered timber systems. Its Light, Air + Water segment is providing water management, re- newable energy technologies, daylighting and energy eﬃcient lighting, as well as natural ventilation and smoke management solutions. In the Rooﬁng + Waterprooﬁng segment, Kingspan provides ﬂat, rigid pitched and ﬂexible pitched rooﬁng systems. Its Data & Flooring segment is a supplier of raised access ﬂoors and data center airﬂow systems. Country Ireland Market cap € 12.8 billion Portfolio entry 2023 Taste and nutrition solutions for food & beverages Kerry Group plc is a provider of food ingredients, based in Kildare, Ireland. The Company serves the food, beverage and pharmaceutical industries, and is a supplier of branded and customer branded foods to the Irish, the United Kingdom and selected international markets. The Company operates through two segments: Taste & Nutrition and Dairy Ireland. The Taste & Nutrition segment manufactures and distributes application speciﬁc ingredients and ﬂavours spanning various technology platforms. The Dairy Ireland seg- ment manufactures and supplies dairy solutions as well as ﬁnished dairy goods for sale directly into retail. Country Ireland Market cap € 15.7 billion Portfolio entry 2020 42 | ANNUAL REPORT 2024 Crafting natural ingredients Robertet is a leading manufacturer of natural ingredients within its seg- ments Fragrances, Flavors, Raw materials and Health & Beauty. The Fra- grances segment produces scents for eau de toilette, personal hygiene and cleaning products. The Flavors segment produces taste ingredients that are used in all kinds of food from beverages to dairy products, confectionery and ready-made meals. The Natural Raw Materials segment supplies na- tural ingredients for the ﬂavor and fragrances industries, as well as active ingredients for the health and beauty industry. The Health & Beauty seg- ment provides active ingredients that serve as key components in health and beauty products. The company is headquartered in Grasse, France, the global cradle of perfumery, and looks back on a 175 year history. Country France Market cap € 2 billion In portefeuille sinds 2024 CLEANTECH Products for ﬂuid circulation Thermador Groupe is a specialized distributor of accessories and equipment for ﬂuid circulation in construction and industry. Its products include central heating and hot water accessories, pumps, plumbing equipment, valves and ﬁttings, venti- lation and swimming pool equipment and accessories. Subsidiaries are grouped in four segments: Fluid circuits in construction, Domestic pumps, Heavy tooling and Fluid circuits in industry. The company was founded in 1986 and is headquartered in Saint-Quentin-Fallavier, France. Country France Market cap € 660 million € 660 million Portfolio entry 2021 ANNUAL REPORT 2024 | 43 DIGITAL Europe’s leading online photo service provider CEWE Stiftung & Co. KGaA (“CEWE”) engages in the provision of innovative photo and online printing services, with CEWE PHOTO BOOK as the leading European photo book product and brand. Under its WhiteWall operations, high-quality photo development and frames are oﬀered, addressing profes- sional photographers. Additionally, Cewe operates through the segments Commercial Online Printing and Retail. In the Commercial Online Printing segment, printed material for businesses is marketed through the sales platforms Saxoprint, Laserline and viaprinto. The Retail segment oﬀers pho- to-related hardware and photoﬁnishing products. Founded in 1961, CEWE was taken to the stock exchange in 1993. The company is headquartered in Oldenburg, Germany. Country Germany Market cap € 760 million Portfolio entry 2017 Electro-acoustic transducers for the audio market Founded in 1946, B&C Speakers is an Italian company involved in the design, ma- nufacture and distribution of electro-acoustic transducers for the “public address” (pa) audio market within the two segments “Professional PA” (mainly ﬁxed installa- tions in stadiums, cinemas etc.) and “Musical Instrument PA” (portable equipment). The oﬀering includes low- and high frequency drivers, high frequency horns and coaxial components. Under the “Architettura Sonora” brand name, the company also oﬀers high-performance design loudspeakers for indoor and outdoor use. B&C Speakers is located in Bagno a Ripoli (Florence), Italy. Country Italy Market cap € 185 million Portfolio entry 2019 44 | ANNUAL REPORT 2024 Eﬃciency for public transport Init (Innovation in Traﬃc Systems) is a supplier of integrated plan- ning, dispatching, telematics and ticketing systems for buses and trains. Its products assist transportation companies in making public transport more attractive, faster and more eﬃcient. As a turnkey supplier, Init provides integrated hardware and software solutions, including products for the control center (intermodal transport control system-ICTS), for communication and for vehi- cles Init also owns 74.5% in CarMedialab, a telematics company for the automotive industry. Init was founded in 1983 by Dr.-Ing. Gottfried Greschner as a university spin-oﬀ. The company is head- quartered in Karlsruhe, Germany. Country Germany Market cap € 360 million Portfolio entry 2024 Equipment for high-speed milling of materials Datron AG develops and manufactures CNC and CAD/CAM equipment and a wide range of specialised tools in the ﬁeld of high-speed milling of materials like aluminium, plastics and compounds. The company also oﬀers neighbou- ring technology such as dispensing machines. Their products cover a wide range of industrial production processes as well as applications in the ﬁeld of dental technology. The company was founded in 1969 and went IPO in 2011. Datron is headquartered in Mühltal, Germany. Country Germany Market cap € 28 million Portfolio entry 2017 Live video technology EVS provides live video technology for broadcast and new media productions. It introduced the Live Slow-Motion system that has become the standard replay technology for broadcast sporting events. EVS' ﬂagship hardware product is the XT-VIA live producti- on server. Other products include asset management (IPDirector), uniﬁed live production (X-One), software-deﬁned live production switchers (DYVI) and video assistance (Xeebra). Customer seg- ments are LAB and LSP. LAB - "Live Audience Business" gathers customers using EVS products and solutions to create content for their own audience. LSP - "Live Service Providers" oﬀer rental and service oﬀerings to LAB customers. EVS was founded in 1994 and was listed on the Brussels Stock Exchange in October 1998. Country Belgium Market cap € 440 million Portfolio entry 2022 DIGITAL ANNUAL REPORT 2024 | 45 Sensors for fuel eﬃciency, safety and comfort in cars Melexis is a mixed signal semiconductor manufacturer. Its product range includes hall eﬀect or magnetic sensors (Triaxis brand), pressure & accele- ration sensors (based on MEMS), wireless communication ICs (RF and RFID), actuators (for engine control and LIN bus systems) and optical sensors. Me- lexis' products are primarily used in automotive electronics systems, where they help to improve fuel eﬃciency, safety and comfort. Melexis also uses it core competence to supply ICs and sensors to consumer, medical and industrial markets. Melexis adopts a fabless model. It is headquartered in Ieper, Belgium and has other important facilities in Tessenderlo (Belgium), Bulgaria and Germany. In October 1997 Melexis had its IPO on the EASDAQ Stock exchange. Country Belgium Market cap € 2.2 billion Portfolio entry 2011 Technologies to make people’s work more comfortable Nedap oﬀers technological solutions that target to make people's work more com- fortable and successful ("Technology for Life"). The company focuses on 4 core technologies: Connected devices, Communications technology, Software architec- ture and User eXperience. It operates in 7 business units addressing niche mar- kets: Healthcare, Livestock Management Cows, Retail, Security Management, Iden- tiﬁcation Systems, Light Controls and Staﬃng Solutions. Nedap was established in 1929 and is stock listed since 1947. It is headquartered in Groenlo, the Netherlands. Country Netherlands Market cap € 360 million Portfolio entry 2018 46 | ANNUAL REPORT 2024 Smart vision, manufacturing and connectivity solutions TKH Group focuses on three Smart Technologies: Smart Vision Sys- tems creates 2D and 3D Machine Vision and Security Vision Sys- tems in combination with in-house developed software. These are used in consumer electronics, factory automation, logistics, wood industry, infrastructures and buildings and medical and life scien- ces. Smart Manufacturing Systems further capitalize on both Vision and Connectivity technologies and develop systems and machines for tyre production, factory automation and medicine distribution. Smart Connectivity Systems creates integrated solutions for on- and oﬀ-shore energy distribution, Fibre Optic connectivity systems for data and communication networks and cable systems for industrial automation, airﬁeld ground lighting systems and contactless energy and data distribution (CEDD). The company’s roots go back to the year 1930. Country Netherlands Market cap € 1.4 billion Portfolio entry 2014 Information, software and services for professionals Wolters Kluwer provides information, software, and services for pro- fessionals such as clinicians, accountants, lawyers, and for tax, ﬁnan- ce, audit, risk, compliance, and regulatory sectors. It operates through the following ﬁve divisions: Health, Tax & Accounting, Financial & Cor- porate Compliance, Legal & Regulatory and Corporate Performance & ESG. The company was founded by Jan-Berend Wolters and Æbele Everts Kluwer in 1836 and is headquartered in Alphen aan den Rijn, the Netherlands. Country Netherlands Market cap € 38.2 billion Portfolio entry 2020 DIGITAL ANNUAL REPORT 2024 | 47 48 | ANNUAL REPORT 2024 HEALTH Software for pharmacies and the healthcare industry Equasens develops software and devices for pharmacies and the healthcare industry. It operates through the ﬁve divisions e-Connect (smart healthcare solutions), Medical Solutions (electronic patient records for practices and nursing homes), Pharmagest (technology solutions for pharmacies), Axigate Link (software for hospitals) and Fintech (ﬁnancing solutions for rental products). The company was founded in 1996 and is headquartered in Villers-les-Nancy, France. Country France Market cap € 670 million Portfolio entry 2010 Healthy heat Harvia is operating in the sauna and spa market. Harvia’s product and service range covers all three sauna types: traditional sauna, steam sau- na and infrared sauna. It has an oﬀering which includes all products needed in the sauna, from heaters to complete sauna rooms. Its ﬁve brands are Harvia, Sentiotec, Almost Heaven Saunas, Eos and Kirami. The company, headquartered in Muurame, Finland, was established in 1950 by Tapani Harvia and its IPO was in 2018. Country Finland Market cap € 800 million Portfolio entry 2024 Software for healthcare institutions Nexus AG is a provider of software solutions to the healthcare market. The oﬀering includes modular software solutions, from planning to equipment integration and documentation, for areas such as diagnostics (DIS Product Suite), complete information systems for hospitals (KIS/HIS) and nursing homes. The Healthcare Services unit provides outsourcing and SAP inte- gration services for the healthcare sector. The company is headquartered in Donaueschingen, Germany. Country Germany Market cap € 1.2 billion Portfolio entry 2011 ANNUAL REPORT 2024 | 49 Innovative medicines and diagnostic test Roche Holding AG operates as a research healthcare company. It operates through the segments Pharmaceuticals and Diagnostics. The Pharmaceutical segment refers to development of medicines in the ﬁeld of oncology, immunology, ophthalmology, infectious diseases and neuroscience. The Diagnostic segment refers to diagnosis of diseases through an in-vitro diagnostics process. The company was founded by Fritz Hoﬀmann-La Roche on October 1st, 1896 and is headquartered in Basel, Switzerland. Country Switzerland Market cap € 208 billion Portfolio entry 2020 Committed to animal health Virbac is a dedicated animal health company, oﬀering a wide ran- ge of products and services to diagnose, prevent, and treat animal pathologies in almost all animal species. Virbac's largest business segment is Companion Animals, oﬀering parasiticides, dermatology and immunology products, specialties and specialized petfood. In Farm Animals, it provides ruminant, swine, poultry and aquaculture products. The company was founded in 1968 by Pierre-Richard Dick, a French veterinary, and listed in 1985. Country France Market cap € 2.6 billion Portfolio entry 2024 Shareholder of biopharmaceutical company UCB Financière de Tubize is a holding company and the reference shareholder that owns an interest of 35% of all shares issued by UCB. UCB is a bio- pharmaceutical company, focused on the disco- very and development of medicines for diseases of the immune system or of the central nervous system. Products include Vimpat, Briviact and Keppra (epilepsy), Neupro (Parkinson's disease and restless leg syndrome), Cimzia (immuno- logy) and Zyrtec (allergies). Country Belgium Market cap € 6.3 billion Portfolio entry 2020 50 | ANNUAL REPORT 2024 Bringing reproducibility and economics to fermentation DMC produces molecules for the food, feed, chemical intermediates and chemical speciality industries. DMC opens up a wide range of high-margin products that are currently diﬃcult to manufacture (hen- ce costly). The company uses two-step fermentation to create fer- mentation facilities with short development times and high repeata- bility. The key technology is ‘gene silencing’: the microbe’s metabolic system is programmed in such a way that only the gene sequence for the desired product is active. DMC can enable signiﬁcant carbon footprint reductions through more eﬃcient manufacturing and the use of renewable feedstock to replace molecules that are currently produced through classical chemical pathways. Sector Industrial Biotechnology Country US Portfolio entry 2018 Industrial energy from waste heat The Qpinch Heat Transformer uses a patented approach to overcome the hur- dles faced by conventional technologies to upgrade waste heat into ‘usable’ heat (having the right temperature to drive industrial processes). The large scale and broad applicability of this technology positions Qpinch for providing strategic solutions to reducing emissions more cheaply and faster in the pe- trochemicals, food and beverages, paper and pulp, and other industries. The Qpinch technology provides a heat lift for waste heat that could otherwise not be utilised. Compared with conventional heat pumps, the closed-loop process minimises operational costs as well as electricity use. The technology is easily scalable and therefore able to process enormous levels of industrial waste heat, enabling a quantum leap in energy eﬃciency and in CO2 reduction. Durf- en groeikapitaal CLEANTECH Sector Waste Heat Country Belgium Portfolio entry 2021 ANNUAL REPORT 2024 | 51 Cyber threat intelligence EclecticIQ is the only European cybersecurity company combining proven front-line experti- se with an open and extendable platform that delivers threat-intelligence automation and collaboration, forensic depth endpoint visibility, and threat detection and response. Leveraging smart AI technologies, EclecticIQ translates raw threat intelligence data into actionable insights for cyber analysts. EclecticIQ’s oﬀering allows organisations and governments to develop their digital activities in a secure environment. Sector Business 4.0 Country Netherlands Nederland Portfolio entry 2020 Impact-resistant, recyclable composites REIN4CED produces a new breed of lightweight, impact-resistant and recyclable composites. REIN4CED leads the innovation cycle in the bicycle industry by engineering, designing and manufacturing for bike brands looking for maximum performance as well as for enhanced sa- fety and durability. REIN4CED’s products are broadly applicable in in- dustries where lightweight, strength and impact resistance are key. Its patent-protected material technology oﬀers leisure, automotive and aerospace OEMs an entirely new platform for material innovation. The use of thermoplastic composite materials makes the ﬁnished products much safer and reduces CO2 emissions during production. In addition, the advantage of reduced weight remains and the production process can be automated which can make production in Europe competitive. Sector Advanced Materials Country Belgium Portfolio entry 2021 CLEANTECH Democratizing access to industrial automation fruitcore robotics empowers SMEs to introduce industrial robots in manufacturing and logistics. Their HORST robots (“Highly Optimised Robotic System Technology”) signiﬁcantly lower all adoption hurdles with low Capex requirement, fast implementation, intuitive programming and high productivity. fruitcore robotics achieves these advantages through a unique combination of its own hardware, fully in-house developed software suite and robot connectivity. Sector Industrial Robotics & Automation Country Germany Portfolio entry 2022 Digital twin to manage district heating networks District heating networks are responsible for the heating of residential and industrial property using either renewable energy sources or heat that has been recovered from industrial proces- ses, renewable energy or waste treatment. Dis- trict heating networks are rapidly gaining in popu- larity in many countries and there is the need to address their increasing complexity (both in terms of heat sources and of customer needs) in smart and sustainable ways. Gradyent oﬀers a solution to optimize the management of such networks using digital twins and artiﬁcial intelligence. Sector Industry 4.0 Country Netherlands Portfolio entry 2020 Facilitating truly personalized marketing NGDATA’s Intelligent Engagement Platform is a feature-rich, AI-powered customer data platform. Through a combination of insightful customer DNA and real-time interaction ma- nagement, it facilitates one-to-one, personalised marketing at every stage of the customer journey. NGDATA has been developed using state-of-the-art big data technology. The platform uses vast amounts of data in real-time to build the rich, relevant and context-aware individual customer proﬁles that drive marketing actions. Sector Business 4.0 Country Belgium Portfolio entry 2013 52 | ANNUAL REPORT 2024 HEALTH Asset tracking solutions in logistics Sensolus specialises in activity and location monitoring of non-powered assets. The com- pany provides end-to-end supply chain visibility and insights to their customers, which include Airbus, TCR, AB InBev and Veolia. The Senso- lus industrial internet-of-things technology co- vers the full trajectory from data to actionable insights, starting with data collection based on low-power devices with edge intelligence, a patent protected data integrity solution for net- works, and an intuitive cloud platform for data visualisation and insights. Stabilize, target, discover and transform Confo Therapeutics is a leader in the discovery of GPCR (G protein-coupled receptors) modulating therapies. The company has been building a technology platform and develops internal discovery programs addressing other- wise unmet medical needs of patients with severe illnes- ses that currently lack disease-modifying treatments. Our investment in Confo Therapeutics is a prime example of the fund’s mission to provide capital to enablers of drug discoveries across a multitude of diseases. Sector Business 4.0 Country Belgium Portfolio entry 2017 Sector Pharma & Biotech Country Belgium Portfolio entry 2015 ANNUAL REPORT 2024 | 53 Recovering carbon black from end-of- life tyres Black Bear Carbon recovers carbon black from end-of-life tyres (ELTs). ELTs are often stored in large dumps that are major breeding grounds for diseases-carrying mosquitos. Moreover, if these heaps catch ﬁre, they produce enormous of amounts of soot. Black Bear Carbon saves approx. 10 tonnes of CO2 per ton of recovered carbon black. Carbon black is widely used in the manufacture of tyres, plastics, paints and many other products. The traditional production process is energy and CO2 intensive (new carbon black being made from heavy petroleum products). Black Bear Carbon reduces the need for the use of heavy petroleum products, thereby saving re- sources and energy. Sector Functional Chemicals Country Netherlands Portfolio entry 2018 54 | ANNUAL REPORT 2024 Carbon-to-value catalyst platform technology Econic Technologies is a pioneer in the utilisation of carbon dioxide (CO2) as a valuable raw material. Econic’s technology inserts waste CO2 molecules into polymers used in essential everyday products. The use of CO2 sustainably displaces conventional oil-based feedstocks and complements bio-ba- sed raw materials, to create more sustainable, more cost ef- fective, higher performing, end products. Econic was founded in 2011 by Prof. Charlotte Williams, at Imperial College London. The company is ready to meet consumer and societal drive to net zero and ﬁt with the existing supply chain. The recipient of many nominations and awards, the company was most recent- ly named as winner in the Sustainability sector of ‘Future22’ by Tech Tour, Europe’s largest investor-oriented community. Sector Advanced Chemicals and Raw Materials Country United Kingdom Portfolio entry 2022 Venture & growth funds CAPRICORN SUSTAINABLE CHEMISTRY FUND CO-INVESTMENTS ANNUAL REPORT 2024 | 55 Controlling diseases in livestock ViroVet develops disruptive and innovative technologies for the control of diseases in livestock, such as the company’s innovative vaccine platform. It also has several antiviral drugs in the pipeline. The company’s plas- mid-launched vaccination approach enables the next generation of thermostable, low-dose and broadly applicable vaccine formulations. This, together with its dedicated small molecu- le approach, means the company is earmarked to be a disruptor in the animal health sector. Its products will help protect sensitive food supply chains and guarantee the protein supply that is still essential for both developing and industri- alised societies. Sector Food & feed Country Belgium Portfolio entry 2020 Renewable chemicals Trillium is a spin-out from Southern Research (Alabama, USA) that has develo- ped an economical and sustainable process to produce acrylonitrile from re- newable resources. Trillium provides a green drop-in, cost-eﬀective alternative to chemicals that are currently produced from fossil fuel-derived propylene. Trillium’s bio-based chemicals are identical and therefore deliver equal perfor- mance after conversion into the desired materials. Furthermore, Trillium’s tech- nology can be used in local, small-scale production units, so the long-range hazardous transport of acrylonitrile can be avoided. As a result, a public health risk is removed and GHG emissions can be meaningfully reduced. Sector Industrial Processes Technologies Country Unites States Portfolio entry 2021 Revolutionizing zeolite catalyst performance Zeopore, a spin-out from the University of Leuven, has developed a toolbox which is able to tune the amount, size and interconnectivity of mesopores in zeolites (catalysts for conversion processes), ensuring optimal settings for speciﬁc zeolite, feedstock and application combinations. Zeopore’s technology results in highly accessible mesoporous zeolites, with a direct increase in stability and selectivity in zeolite applications, such as plastics recycling and the production and conver- sion of bio-renewables. As resources are more eﬃ- ciently used in these processes, resulting in a reduced environmental footprint. Sector Functional Chemicals Country Belgium Portfolio entry 2020 Reducing raw materials use in polymer ﬁlms VOID has developed a technology to reduce the use of raw materials in polymer ﬁlms (used for bags, foils, etc.) while oﬀering improvements in their properties, such as enabling further stretching. The eﬀect is a 25% lower polymer use. The technology also eliminates the use of titanium dioxide, making the ﬁlm 100% recyclable. VOID allows for signiﬁcant carbon footprint reductions through more eﬃcient resource use and its increased recyclability of multilayer polymer ﬁlm packaging material. Sector Functional Chemicals Country United Kingdom Portfolio entry 2020 56 | ANNUAL REPORT 2024 Venture & growth funds ANNUAL REPORT 2024 | 57 Transforming patient care With its CE-marked and FDA-approved solution Ico- brain by Icometrix is positively transforming patient care through imaging AI. Icobrain quantiﬁes clinically relevant brain structures in individual patients who are suﬀering from neurological disorders such as multiple sclerosis, dementia or TBI. Icompanion, in turn, is a platform that supports MS patients and en- riches the imaging data with real world input. Sector Digital Health Country Belgium Portfolio entry 2015 Digital work instructions The Human Interface Mate’s no-code platform by Arkite guides operators with augmented reality instructions in complex and/or repetitive manual assembly tasks. The in- vestment in Arkite ﬁts our Industry 4.0 focus and provides a human-centric solution for operator guidance, whilst res- pecting privacy and improving ergonomics in an industrial working environment. Sector Industry 4.0 Country Belgium Portfolio entry 2017 CAPRICORN ICT ARKIV CO-INVESTMENTS 58 | ANNUAL REPORT 2024 CAPRICORN DIGITAL GROWTH FUND The smartest medical interview Bingli is a digital health company oﬀering a patient-doctor anam- nesis (medical history information gather by a physician by asking questions) solution based on a combination of AI-driven techno- logy and ﬁxed predeﬁned questions. This solution provides the clinicians with the necessary information before consultation or clinical intervention and has the potential of becoming a screening tool based on contextual data. Sector Digital Health Country Belgium Portfolio entry 2022 Data-driven eﬃciency for the operating room DEO's mission is to resolve a key challenge of our healthcare ecosystem: meet an increasing patient demand with timely and high-quality care, overcoming shortages in medical staﬀ and the immense pressure on hospital reimbursement. To do so, DEO has developed an innovative OR Eﬃciency Platform. DEO's product will have a big impact on more eﬃcient OR ma- nagement resulting in a better patient outcome and improved ergonomics and job satisfaction for the clinicians. Sector Digital Healthcare Country Belgium Portfolio entry 2021 Bringing tenants together Chainels oﬀers a tenant experience app that connects those that live and work in mixed-used, residential, retail and oﬃce destinations. Their app also serves as a property management portal and community platform which enhances communication between all stakeholders inclu- ding landlords, tenants, occupiers, investors, owners, developers, operators, local authorities, and public oﬃcials. Sector Business 4.0 Country Netherlands Portfolio entry 2022 ANNUAL REPORT 2024 | 59 CO-INVESTMENTS health at home Uroﬂowmetry and bladder diaries reinvented Minze is a digital health company oﬀering a solution to diagno- se, monitor & treat patients with lower urinary tract symptoms (LUTS) inside and outside of the hospital. Minze oﬀers diﬀerent hardware solutions (Hospiﬂow, Homeﬂow, Diary Pod), a digital app for the patient and a remote patient monitoring platform for the clinician. Their solutions provide patients an easy way to mo- nitor their LUTS symptoms by tracking their urination (volume, pressure) which is essential information for clinicians to perform a better diagnosis. Sector Digital Health Country Belgium Portfolio entry 2022 Enabling cognitive health neotiv is a digital health company oﬀering a cognitive test solution that can diagnose patients with mild cognitive impairment (MCI), which is known as a precursor to other diseases such as Alzheimer or Dementia. The solution is based on speciﬁc scene and object recognition tests. This provides clinicians the opportunity to diagnose MCI and neotiv's solution can become the screening tool for cognitive tests in the next years. Sector Digital Health Country Germany Portfolio entry 2022 60 | ANNUAL REPORT 2024 Streamlining content marketing processes StoryChief is a content marketing platform from Ghent, Belgium. A user-friendly environment that helps agencies and marketing teams manage their content life cycle in one place from brieﬁng, multi-channel optimization, planning, review, pu- blishing and analytics. Shaping the future of personalised health Thryve oﬀers a specialized B2B health data integra- tion and analytics platform that integrates everyday health data from wearables, health trackers, and specialized health apps. The platform processes up to 10,000 health data points within 24 hours, ad- dressing the challenge of leveraging this dense and distributed data for better health outcomes. Their platform integrates seamlessly with customers' front ends, making it easier for health services to utilize comprehensive health data from monitoring to per- sonalized prevention. AI-driven strategic intelligence Trensition developed an AI-driven strategic intelligence SaaS platform, Trend- tracker, that supports organisations in taking more informed strategic decisi- ons, continuously. Trendtracker provides companies with a 100% custom and data-based, transparent, and objective view of trends that are coming today, tomorrow and the day after. Sector Business 4.0 Country Belgium Portfolio entry 2022 Sector Digital Health Country Germany Portfolio entry 2024 Sector Big Data and AI platform Country Belgium Portfolio entry 2022 ANNUAL REPORT 2024 | 61 Reinvention of factory logistics Zozio, created in 2019, has made its name in the industry with the only AI-powered platform for predictive logistics and aims to become the logistics platform of reference in the industry of tomorrow. Zozio is working with big companies, enabling them to optimise factory ﬂows by freeing the operator from long and repetitive tasks. Thus, the manager is assisted in his decision making, the factory is more eﬃcient and ﬁnally the company gains in productivity. Sector Industry 4.0 Country France Portfolio entry 2022 3D perception systems VoxelSensors develops a revolutionary 3D perception system for blending physical and digital worlds. Their Switching Pixels™ system is a revolutionary sensor architecture designed for laser beam scanning based 3D perception and provides low latency at low power con- sumption as required for future extended reality applications. Sector Deeptech Country Belgium Portfolio entry 2023 62 | ANNUAL REPORT 2024 Implants for patients with glaucoma iSTAR Medical aims to improve the lives of patients suﬀering from eye diseases by developing innovative minimally invasive opht- halmic implants made from STAR® Biomaterial. It is estimated that globally about 80 million, mainly elderly people, suﬀer from glau- coma. Glaucoma is the second-leading cause of blindness and often a result of lack of therapy compliance. Funding innovations that reduce the therapy burden on patients lies at the heart of the fund’s strategy. Sector Medical Devices Country Belgium Portfolio entry 2013 CO-INVESTMENT CAPRICORN HEALTHTECH FUND & CAPRICORN HEALTHTECH FUND II Rehabilitative treatment for severe low back pain Mainstay Medical has developed a groundbreaking treatment for chronic lower back pain through stimulating and restoring the neuromuscular function of the muscles that stabilize the lumbar spine. Chronic low back pain causes immense suﬀering for patients and can lead to full disability. Developing and marketing devices to avoid chronic pain and immobility it is a prime example of the fund’s investment strategy. Sector Medical Devices Country United States / Ireland Portfolio entry 2012 CO-INVESTMENT Meet the next generation of sensing Spectricity is a fabless company headquartered in Belgium. They develop and manufacture spectral sensing solutions using CMOS technologies. These solutions are designed for high volume pro- duction and use in consumer and mobile devices. China has been one of the leading cell phone manufacturing countries in the world and may continue to develop steadily in the near future. In additi- on, China’s domestic mobile phone market has become one of the largest cell phone markets in the world. Sector Hyperspectral imaging Country Belgium Portfolio entry 2021 Connecting Private Equity ﬁrms and Corporate Buyers to private companies Finquest is a big data and AI company focused on identifying and connecting its clients with relevant oﬀ-market acquisition and investment opportunities across the globe. The company's database of more than 200 million private companies is constantly up- dated and enhanced through a broad-spec- trum implementation of crawlers and AI, providing targeted, curated, and actionable introductions in the private company space. Sector Big data & AI platform Country Singapore Portfolio entry 2022 CAPRICORN FUSION CHINA FUND ANNUAL REPORT 2024 | 63 64 | ANNUAL REPORT 2024 3D sensor vision solutions for safer roads XenomatiX’ mission is to provide road safety and road comfort with its solidly reliable, versatile and aﬀordable true-solid-state LiDAR technology. Consumer attitudes in China, where autonomous vehicles and new mobility options are more positi- vely received, will have a big impact on the global automotive industry, certainly taking into account the size of China’s domestic market. Sector Solid-state LIDAR Country Belgium Portfolio entry 2021 Collapsible alumunium tubes Xi’an Thiebaut is a Sino-Belgian joint venture specialising in the pro- duction of collapsible aluminium tubes for packaging pharmaceuticals and cosmetics. Xi’an Thiebaut’s aim is to continuously improve the quality of pharmaceutical packaging for better human health. The in- vestment illustrates the mission of the Capricorn Fusion China Fund to invest in western technology with a clear value for the Chinese middle class and its growing health awareness. Sector Manufacturing Country China Portfolio entry 2020 ANNUAL REPORT 2024 | 65 EQT Life Sciences is one of the largest specialist European investors in the healthcare and biotech- nology sector. Since the end of the 1980s, EQT’s management has invested in a large number of very innovative companies, many of which have grown into leading ﬁrms in the global life sciences sector. EQT has oﬃces in Amsterdam (the Nether- lands), Munich (Germany) and Boston (USA). Sector Life Sciences Country Netherlands Portfolio entry 2006 OTHER FUNDS More info about our ESG strategy can be found earlier in this report: • The ESG strategy of Quest for Growth ➞ Page 10 • The ESG vision within the Capricorn venture funds ➞ Page 24 In the next chapters we will look in detail at various ESG-related issues aﬀecting Quest for Growth, the Capricorn venture fund sand their investments. Corporate Sustainability Reporting Directive (CSRD) AIFs and UCITS are explicitly excluded from the scope of the CSRD. Quest for Growth, as an AIF, will therefore not be subject to the CSRD. The European Commission conﬁrmed this in a FAQ docu- ment in August 2024. This exception was also transposed into Bel- gian law. The new article 3:6/1, §2 of the Code of Companies and Associations stipulates the following: ‘This section [on the report- ing of essential intangible resources and sustainability information] does not apply to: [...] 3° the ﬁnancial products referred to in Article 2(12)(b) [AIFs] and (f) [UCITS] of Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainability disclosure in the ﬁnancial services sector [SFDR].’ While fund managers could be covered by the CSRD, this is prima facie not the case for Capricorn Partners NV. SFDR-legislation Quest for Growth is an Article 8 fund: it promotes environmental and/or social characteristics, but does not have sustainable invest- ments as its objective. We integrate ESG factors and risks into our investment strategy, from selection to monitoring, and we aim for active ownership in the companies we invest in so that we can weigh in on ESG deci- sion-making. We are also critical of any potential negative impact on the environment, people and society, and in addition, we exclude companies based on undesirable behaviour and on products with a negative impact. We understand all this as promoting environmen- tal and social characteristics among portfolio companies. Our framework for responsible investing in Digital, Health and Cleantech We believe our responsible investing framework leads to better exit opportunities. It comes down to promoting sustainable business practices and aligning them with potential buyers' ESG expectations. The framework is constantly under review, taking into account regulatory changes and feedback from our investors and portfolio companies. 66 | ANNUAL REPORT 2024 6. ESG REPORT The Extra Mile Level 3 Fund Level Level 1 Plan Expected Impact Link to SDGs Deﬁne investment focus Company Level Level 2 Deal Flow & Due Diligence Investment Decision Portfolio 1. Product KPIs 2. Potential Negative Impacts 3. Organizational KPIs 1. Screening for: Product Impact 2. Screening for: ESG risks Active Support Continuous Improvement Active Engagement Knowledge sharing Mitigation Steps The ﬁgure below summarises our framework for responsible investment: Three levels: 1. At the fund level, we formulate an objective for the fund, with a corresponding investment focus, expected impact and SDG alignment. 2. At the company level, a company’s impact is evaluated both pre-investment, during the deal ﬂow and due diligence phase, as well as post-investment, when it becomes part of the portfolio. 2.1. During the deal ﬂow and due diligence phase, the impact of a company’s product or technology as well as the com- pany’s ESG risks are evaluated. If a company's product has a negative impact on society or if the company exhibits signiﬁcant structural ESG risks, it will receive a negative investment decision. 2.2.To monitor the impact of our portfolio companies, we use measurable and actionable impact indicators. We focus on product KPIs, potential negative impact indicators and organizational KPIs. • The product KPIs are company speciﬁc and used to measu- re the expected impact resulting from a company’s products or services, and are linked to the relevant UN Sustainable Development Goals (SDGs). A responsible AI evaluation is performed if relevant. • Potential negative impacts are identiﬁed and mitigation steps are formulated and monitored. • The organizational KPIs are not company-speciﬁc but provide a comprehensive perspective on how a company is governed with regard to ESG aspects. 3. At Capricorn Partners, we aim to go the extra mile when it co- mes to responsible investment. We serve as a sparring partner for portfolio companies, oﬀering guidance in implementing best practices, establishing product KPIs and developing mitigation strategies to address ESG risks. 1. Fund level Capricorn Digital, Health and Cleantech have an investment scope with an expected impact that guides the sourcing of deals and ac- tive management of portfolio companies. Based on the established investment and impact focus, a combination of SDGs are identiﬁed for which we expect portfolios companies to contribute to. For Capricorn Digital, we expect portfolio companies to address one or more of the following SDGs: • SDG 8: decent work and economic growth, • SDG 9: industry, innovation and infrastructure, • SDG 11: sustainable cities and communities, • SDG 12: responsible consumption and production For Capricorn Health, we expect portfolio companies to address one or more of the following SDGs: • SDG 3: good health and well-being. • SDG 4: quality and education • SDG 8: decent work and economic growth • SDG 10: reduced inequalities • SDG 12: responsible consumption & production For Capricorn Cleantech, we expect portfolio companies to ad- dress one or more of the following SDGs: • SDG 9: industry, innovation, and infrastructure, • SDG 12: responsible consumption and production We do not exclude a positive contribution to other SDGs, on the contrary. ANNUAL REPORT 2024 | 67 2. Company level We have introduced responsible investing across all stages of our investment processes, starting from establishing the fund thesis to sourcing deals and active management of our portfolio companies. At a company level, impact is measured and monitored during the diﬀerent stages of an investment. In the deal ﬂow sourcing and due diligence stage we perform a positive and negative screening before we conclude to invest. • The positive screening includes an assessment of potential investments by explicit mapping to the fund’s expected impact and the relevant SDGs. • The negative screening consists of excluding investments in problem areas and identifying potential ESG risks and possible mitigation steps. After having invested, we perform the following steps for each company on a yearly basis: • Measure impact of the company’s products using Product KPIs, as a combination of Volume & Value KPIs, and conduct a Responsible AI Evaluation where relevant. • Monitor Potential Negative Impacts and identify a correspon- ding mitigation strategy. • Use Organizational KPIs to measure ESG practices at company level in quantitative and qualitative way. 2.1 Product KPIs The product KPIs are the keys to success of the business and will be subject of regular discussion at Board and Management level of the portfolio company. Product KPIs are split into: Volume KPIs, that measure the reach of the impact of a company’s solution. Examples include: • Number of customers, active users, patients, or hospitals that use the solution • Number of buildings connected to a smart building platform • Number of manufacturing sites supported Value KPIs, that can be multiplied with the Volume KPIs, in order to calculate total impact. For example: • Reduction in time to diagnosis per patient • Health economics data related to a patient or a hospital • Tons CO2 saved thanks to connecting a building to the smart building platform • Tons CO2 saved thanks to supporting a manufacturing site Ahead of the legislation we also aim to conduct a Responsible AI Test for our portfolio companies utilizing AI, that quantiﬁes the degree to which a company employs AI in a responsible manner. 68 | ANNUAL REPORT 2024 Organizational KPIs Standardized Product KPIs Company-speciﬁc Potential Negative Impacts Company-speciﬁc Product KPIs: Volume KPIs (to measure reach) # customers / patients # devices in the ﬁeld Value KPIs (to measure eﬀect) # quality life years Amount of carbon emissions avoided Responsible AI Test (where relevant) Example: Risks High compute requirements Include status of mitigation Choice for green data center Goal: Quantitatively measure the impact of the products/software of portfolio companies in a company speciﬁc way Goal: Identify organizational/ product speciﬁc risks that might imply negative impacts Goal: measure ESG impact in a standardized way Work with an industry accepted standardized questionnaire The ﬁgure below summarises our framework for responsible investment: The evaluation will involve a series of questions aimed at assessing the extent to which a company's use of AI aligns with responsible AI principles derived from existing drafts of AI regulations. 1. Human agency and oversight 2. Technical robustness and safety 3. Privacy and Data governance 4. Transparency 5. Diversity, non-discrimination and fairness 6. Societal and environmental well-being 7. Accountability Using the provided answers, a quantitative score will be derived, enabling benchmarking of the various portfolio companies. Addi- tionally, it will provide recommendations for areas for improvement. 2.2 Potential Negative Impacts When evaluating our portfolio companies, we also assess the Po- tential Negative Impacts (PNIs) that their products and/or services may have. If any PNIs are identiﬁed, we actively identify and mon- itor mitigation eﬀorts. Throughout this process, we consider the entire value chain of the company. In the case of Capricorn Digital, an important PNI that we encoun- ter is for example the high compute requirement and associated energy consumption of digital solutions. Options to mitigate this PNI include: • Increase eﬀorts to get insights into compute related energy consumption • Transition towards a (dark) green data center • Keep compute requirements in mind throughout the develop- ment cycle Similarly, for Capricorn Health, a PNI could arise from the lack of se- curity of data resulting in data breaches. To address this concern, a corresponding mitigation action could be: • Become GDPR & ISO 27001 compliant • In the case of Capricorn cleantech, an important PNI that we could encounter is for example wastewater discharge and Health, Safety and Environment (HSE) matters. Options to mitigate this PNI include: • Increase eﬀorts to a more eﬃcient process, reduce process chemicals used and minimize waste water production • Implement waste water treatment • Monitor HSE matters and develop a solid HSE strategy During the investment phase, we aim to monitor the PNIs by quan- tifying them whenever feasible. 2.3 Organizational KPIs In addition to measuring the impact generated by the products of our portfolio companies, we also evaluate the impact that stems from the way these companies are governed. To assess this impact, we utilize Organizational KPIs that are not speciﬁc to individual companies. Instead, we adopt an industry-recognized Environmen- tal, Social, and Governance (ESG) framework to prevent placing excessive reporting burden on our portfolio companies. We expect best eﬀort of the portfolio companies to provide feedback on a yearly basis, and to allow us to have an ongoing dialogue on ESG matters throughout the year. By employing the ESG framework, we gather annual data on the following aspects: • Environmental factors, including carbon emissions, initiatives for sustainable travel, and waste recycling policies, for instance. • Social factors, such as workplace diversity, inclusiveness, and staﬀ well-being, among other relevant indicators. • Governance factors, such as board oversight, data governan- ce, cyber security, and corporate policies, amongst others. 2.4 Monitoring results The ESG risks and opportunities of our investments are monitored and published in the annual reports of the various funds. These annual sustainability reports subject each investment to an ESG ex- ercise and list action points for next year. The main adverse eﬀects of each investment are also explained in detail. In the next paragraph we give you insight into the story of Gradient and how they monitor ESG results. One ﬁnal point: in 2024 we cast our vote at 20 shareholder meet- ings of non-quoted companies. ANNUAL REPORT 2024 | 69 ESG approach at our listed companies Voting and commitment among listed companies At the listed portfolio, Capricorn Partners takes to heart its role as manager of Quest for Growth when it comes to promoting good governance, diversity and sustainability. First and foremost, a di- alogue is set up to make our concerns about a speciﬁc subject known to the company in question. Among other things, we set up a dialogue with the representatives of the companies in the portfolio for the following topics. If the opportunity presents itself, we also vote on proposals during the general meetings of shareholders that the companies in our port- folio convene. • Capital Changes Capricorn in general only supports or approves changes in the investments’ capital structure, if they are not detrimental to the fund and their shareholders. For quoted equities, Capricorn in general objects and will consider to vote against violations of the one share one vote principle or poison pill schemes. • Corporate governance In the following cases, Capricorn will engage and consider to vote for changes in the governing bodies of the portfolio companies: - weak or sharp decline of performance, including non-ﬁ- nancial performance measures (such as environmental indicators related to decarbonisation, water use, biodiversi- ty, pollution and waste) - signiﬁcant doubts about the competences of (members of) the governing bodies - substantial legal compliance failure or other severe miscon- duct, including undesirable behaviour related to the areas of human and labour rights, biodiversity, pollution and other environmental issues - insuﬃcient board diversity, especially focused on gender diversity and board independence • Remuneration Capricorn encourages balanced, fair and transparent remune- ration policies and will vote against excessive management remuneration proposals and inadequate remuneration reports. • Mergers and Acquisitions Capricorn will look at mergers and acquisitions on a case-by- case basis. Only if suﬃcient information is available to the sta- keholders of the portfolio company and the process is in line with the interests of the fund, Capricorn will support or vote for a merger or a takeover. • Reporting If there is a lack of validity of the legally required reports, Ca- pricorn will abstain or vote against the particular agenda items. If the ﬁnancial statements are not compliant with standard ac- counting rules, Capricorn will vote against the approval of the annual ﬁnancial statements. Capricorn Partners cast its vote at a total of 18 meetings of list- ed companies over the full year 2024. Our eﬀorts regarding di- alogue, interaction and engagement did not result in concrete interaction with speciﬁc companies this year. This is in contrast to 2023, when we discussed concrete corporate governance issues with three companies. Twice we discussed a lack of diversity at board level (LEM and Nexus), once we discussed a change in corporate structure. Swiss company LEM put its money where its mouth is by proposing a woman as a new member of the Board of Directors. The candida- ture was accepted by shareholders at the end of June, as a result of which we decided to close this particular ﬁle as successful. German company Nexus did not improve its diversity in 2024. No new directors were nominated this year. The case therefore remained unresolved until further notice. As a public oﬀer for all Nexus shares was announced towards the end of 2024, the likeli- hood of a delisting of the stock is real. The developer of renewable energy projects, ABO Energy suc- cessfully set up a new, modiﬁed structure. The new structure has the advantage that it will facilitate the ﬁnancing of future growth, while strengthening the position of the family shareholders com- pared to the current structure. Therefore, we decided to ﬁnalise this interaction as well. Voting and Interaction with private companies When we invest in a private company, we in principle want to sit on the board of directors. This allows us to coach and actively guide the companies in launching their products or services on the mar- ket and developing a proﬁtable business model. As the company evolves, we also coach them on corporate social responsibility. We ask them to draw up their own ESG policies, taking into account key risks and impacts. Some young companies do not yet have a proper governance structure, such as a board of directors consisting of (one) inde- pendent advisor(s) with relevant experience in the sector and rep- resentatives of the main investors. In such cases, we request that a board of directors be established, in which Capricorn Partners has at least one board seat (or, by way of an exception, an observer's seat) at the time the initial investment closes. 70 | ANNUAL REPORT 2024 At meetings of shareholders and general meetings, we use our voting rights partly to ensure that the investment goals of the fund are taken into account. ESG performance at our listed companies ESG criteria Overall the quoted portfolio scores well on ESG. Elements we look at include aligned interests of management through participation in the shareholder structure, quality of management, transparency, remuneration policy, diversity and staﬀ development. The performance of the quoted portfolio companies on the criteria below is in line with the median score of the STOXX Europe Small 200 and STOXX Europe 600 indices. The wage ratio is lower than the indices, partly because to a large extent investments are made in smaller companies than the median of the indices. Exclusion based on activities As far as factors for exclusion are concerned, none of the com- panies in the portfolio were directly exposed to exclusion based on activities that exceeded the tolerance thresholds. Several companies are indirectly involved in sectors and operations that expose them to ESG risks. However, the operations of companies that qualiﬁed for positive audit signiﬁcantly oﬀset indirect exposure to activities that pose a high ESG risk. Quest for Growth keeps in close contact with the companies in its portfolio. It uses these contacts to make its exclusion policies known and to monitor com- panies closely where necessary. ANNUAL REPORT 2024 | 71 QfG portfolio companies Stoxx Europe 600 Index Stoxx Europe Small 200 Index Environmental CO2 Intensiteit (Scope 1 + 2) 12.24 9.57 9.14 Social Diversity - % Women board of directors 36.4% 40.0% 40.0% Wage ratio 15.16 41.7 30.1 Governance % Independent Directors 64.3% 69.2% 66.7% Role CEO and chairman BoD seperated 90.9% 91.5% 92.5% Portfolio companies in the spotlight Harvia Finnish company Harvia is a global leader in the production and sale of saunas and heating elements for saunas. With its products, Harvia contributes to a more sustainable society. Its products have a positive eﬀect on our health and mental well-being. As the market leader, Harvia is committed to sup- porting scientiﬁc research into the positive eﬀects of regular sauna visits. More than 500 scientiﬁc studies on the positive health eﬀects of saunas have already been conducted worldwide. Expos- ing the body to pleasant, gentle heat, such as in a sauna, but equally in a steam room, has several positive eﬀects on our health and they contribute to a longer and higher quality life. Among others, Harvia supports the University of Jyväskyla in Finland by making infrared saunas available to scientists conducting research on the positive eﬀects of regular use of infrared saunas on athletes' performance. In general, a sauna visit improves blood circulation, strength- ens the immune system and reduces stress levels. Indeed, a sauna visit provides deep relaxation. The latter also boosts our sleep quality. A higher temperature relieves pain and inﬂammation, which can be especially beneﬁcial for people with arthritis or muscle pain. On top of supporting scientiﬁc research, Harvia also guides consumers to use its products as optimally as possible to take full advantage of the positive eﬀects. From at least three sauna visits per week, you will achieve an optimal health eﬀect. Each sauna visit then only needs to last 15 minutes. When combined with short intervals in which we expose our bodies to cold water, we further enhance this eﬀect. A sauna visit is anything but the only path towards a healthier life. Just think about healthy diet, exercise, regular sleep and dieting. But unlike these four things, a lot of people ﬁnd a sauna visit more enjoyable and requires much less eﬀort to achieve a positive result. Just 15 minutes of sitting and sweat- ing three times a week brings good results. Besides promoting the positive health eﬀects, Harvia also in- vests in the durability of its products. Products are designed to allow easy repairs and to last as long as possible. A heat- ing element for a sauna has an average lifespan of 7 years and replacing it at the end of the usage period is something the user can simply do himself. Afterwards, both the product and the materials used are easy to recycle. 72 | ANNUAL REPORT 2024 Robertet The French company Robertet has specialised in the develop- ment and production of fragrances, ﬂavours and ingredients of organic and biological origin for decades. Robertet has its origins in Grasse, a town in Provence and better known as the world capital of perfume. In the fragrances, ﬂavours and ingredients sector, Robertet is number seven with an estimated 3% market share. But, Robertet is the reference in the production of fragrances and exclusive perfumes based on natural ingredients. Robertet also specialised in the production and trade of basic raw materials. As one of the only players in the market, the pro- duction of fragrances and perfumes is therefore fully internal- ised. In addition, Robertet also supplies its main competitors with raw materials and fragrances. In doing so, a focus on qual- ity and sustainability is essential. Robertet prides itself on the fact that its entire production process is under tight controls and meets the highest quality standards. That combination gives Robertet a unique position within its industry. So unique, in fact, that in 2019, the listed family company unwittingly saw one of its major customers become a share- holder. Swiss family-owned Firmenich bought a 20% stake in Robertet. Givaudan, one of Firmenich's biggest competitors and also a client of Robertet felt threatened and acted as a ‘white knight’ with a 5% stake. The founder family Maubert was ‘not amused’ by Firmenich's presence and it decided to improve its corporate governance and bet on better commu- nication. Philippe Maubert, the founder's great-grandson, decided to step aside and no longer combine the roles of chairman and CEO. Current CEO Jerôme Bruhat started in 2022 as the ﬁrst ever externally appointed CEO after a successful career at L'Oréal. He was to pursue the strategy of internationali- sation and he took initiatives to improve communication to institutional shareholders. Bruhat also made external growth through acquisitions a key part of the strategy to add new markets and products. Finally, he improved the sustainability proﬁle of the group, which after all remains heavily depend- ent on natural resources and biodiversity. With success. The combination of a family strong sharehold- ing, a renewed growth strategy and improved communica- tion and more sound governance eventually drove Firmen- ich, which in the meantime merged with DSM, to sell its entire stake in Robertet. ANNUAL REPORT 2024 | 73 a. Corporate Governance Code i. Introduction Quest for Growth has adopted the Belgische Corporate Governance Code for quoted companies (version 2020) (www.corporategovern- ancecommittee.be) as its reference code and will hereafter report on its corporate governance policy for the past ﬁnancial year. The prinicples of the Corporate Governance Code are incorporat- ed in the Corporate Governance Charter and in the Good Govern- ance Statement. ii. Corporate Governance Charter In its Corporate Governance Charter, Quest for Growth explains the main aspects of its corporate governance policy. The Charter is available on the website of the company (www.questforgrowth.com). Following the general meeting of March 2024, the Charter was updated by the secretary and approved by the board of directors of July 2024. The changes mainly concern the reference to the company's website for the update of bodies (e.g. the change of the chairman of the board of directors) and dates and the insertion of updated appendices (e.g. the code of conduct v. 2023-11) of the management company). iii. Good Governance Statement The board of directors declares, based on the report of the secre- tary, that the company has applied the provisions for the Belgische Corporate Governance Code 2020 for the ﬁnancial year 2024, except for provisions 7.6, 7.7, 7.8, 7.9 and 7.12 of the Code. iv. Corporate Governance Code The following provisions of the Corporate Governance Code were not applied in 2023: 1. Provision 7.6: Non-executive directors receive part of their re- muneration in the form of shares in the company. These shares should be retained for at least one year after the non-exectu- tive director leaves the board and at least three years after the shares were granted. Quest for Growth does not grant share options to non-executive directors. The non-compliance of this provision was also mentioned in the reports of the past ﬁnancial years and the board of directors does not wish to make any changes to this in the next ﬁnancial year. The board continues to believe that (i) remuneration through shares could undermine the independence of non-executive directors, even though the variable remuneration is aimed at the medium term, (ii) QfG does not own any shares that would allow them to be granted to directors and (iii) a study report conducted by Guberna and the VBO has shown that a large majority of quot- ed companies do not follow this principle (according to the Study Report of December 2023, only 15% follow this recommendation, among which not one small quoted company). If a majority of the companies involved follow this principle, QfG may revise its posi- tion on this matter. 2. Provision 7.7 The remuneration policy for members of the exe- cutive management describes the diﬀerent components of the remuneration and determines the appropriate balance bet- ween ﬁxed and variable remuneration, and cash and deferred remuneration. 3. Provision 7.8 In order to align the interests of the members of the executive management with the objectives os sustainable value creation of the company, the variable part of the remune- ration package of the executive directors is linked to the overall performance of the company and the individual performances. 4. Provision 7.12 On the advice of the remuneration committee, the board approves the main conditions of the contracts of the CEO and the other members of the executive management. The board includes provisions allowing the company to reclaim vari- able remuneration, or to withhold payment of variable remune- ration, and speciﬁes the circumstances under which this would be appropriate, to the extent enforceable by law. The contract contains speciﬁc provisions regarding early termination. These provisions can be treated together as they all relate to as- pects of executive management remuneration. The remuneration policy of QfG is in principle limited to a poli- cy outlined for the non-executive directors and the provision that Capricorn Partners receives a ﬁxed remuneration of 1% of the share capital of QfG for its role as management company. The remunera- tion of natural persons who perform the management of QfG on a day-to-day basis is the responsibility of Capricorn Partners, which must ensure that it has a remuneration policy that complies with the requirements set out in the Code of Companies and Associa- tions, the AIFM-Law of 19 April 2014 and the AIFM-Directive. Capri- corn Partners is not a listed company and therefore the Corporate Governance Code does not apply to it. The board of directors of QfG is however aware that its responsibil- ity for compliance with the Code is not thereby terminated and that the board should therefore ensure that the management company 74 | ANNUAL REPORT 2024 7. CORPORATE GOVERNANCE applies the aforementioned provisions 7.7, 7.8 and 7.12 concerning the remuneration of the members of the executive management, applies its own remuneration policy or at least with regard to these persons who are part of the executive management of QfG. The management company Capricorn Partners has provided the following clariﬁcations on its remuneration policy: "At Capricorn Partners, no variable remuneration linked to individual perfor- mance is granted as this only fuels internal rivalry between em- ployees and not promote teamwork. However, all employees are granted an identical proﬁt bonus linked to Capricorn Partners’ distributed proﬁt and to the fulﬁlment of action points of the ESG Action Plan. The variable remuneration relating to the Quest for Growth fund under management consists of granting a number of options on the preference shares, which in ﬁnancially favourable years give the right to an extra dividend. This remuneration is ex- clusively linked to the distributed proﬁt of Quest for Growth, which is approved by the general meeting on the basis of annual ﬁgures veriﬁed by the auditor. Thus there is an alignment between the shareholders, the company and the employees of the management company. The granting and distribution of these options depend on the time spent by the employees concerned in managing QfG. These shares can also be redeemed by the management company at any time. Preference shares have been subject to a realignment in 2023, as a result of which only persons who still have an active role in the management of QfG are allocated preference shares. The rights of the preference shares were also changed in that the preference dividend right is only granted later. Capricorn Partners has a full remuneration committee that evaluates annually the re- muneration of the board members of the management company as well as the A.I.F.M. staﬀ (these are the employees whose actions can inﬂuence the risk proﬁle of the management company or the funds under management). The board of directors considers this explanation suﬃcient, the remuneration committee monitors the correct implementation of the remuneration policy with regard to the persons active in the management of QfG and the board of directors does not wish to intervene more actively in the remuneration policy of the manage- ment company. 5. Provision 7.9 The board sets a minimum threshold of shares to be held by members of the executive management The board of directors does not consider this provision appropriate as this rule is obtained in an alternative way, namely through the exercise of the options linked to the preference shares. The afore- mentioned Study Report prepared by Guberna and the Corporate Governance Code Commission also shows that only 19% of BEL Small companies apply this recommendation. If the majority of BEL Small companies apply this measure, the board of directors may review its position on the matter. b. Capital structure i. Share capital The share capital of the company amounts to € 148,298,945.16 and is represented by 18,733,961 shares, with no nominal value. The shares are divided into two classes, namely 18,733,461 ordi- nary shares and 500 preference shares. All shares granted by simple subscription on a subsequent capital increase are ordinary shares. Only shares entitled to dividends exist. The ordinary shares are registered or dematerialised and are all tradeable on the regulated Euronext Brussels market without any transfer restrictions. The preference shares are and will remain registered, are not trad- ed on a regulated market, and are reserved for the founders and individuals who contribute to the company's success. The holders of preference shares will enjoy a preference dividend as stipulated in article 43 of the articles of association: "The holders of preference shares enjoy a preference dividend. This preference dividend is paid on the part of the dividend exceeding the amount necessary to pay out broadly to the shareholders a payment equal to a compensation of nominal 6% on an annual basis, cumulatively recoverable for previous ﬁnancial years in which (and to the extent of which) there have been no dividend payments for a correspond- ing %, calculated on the equity as expressed on the balance sheet after deduction of the dividend paid during the ﬁnancial year. Of the excess amount, ten per cent (10%) is distributed to the holders of preference shares as a preference dividend. The remaining ninety per cent (90%) is distributed equally to all shareholders. In the event of a capital increase / or capital decrease during the year, the newly contributed / distributed capital is taken into ac- count on a pro rata temporis basis for calculation purposes." The ordinary shares are freely transferable; transfers of prefer- ence shares are subject to restrictions as set out in the articles of association. Since these shares are also not tradeable on a regu- lated market, these rights do not need to be speciﬁed in this report. Please refer to the articles of association and the company's Cor- porate Governance Charter, both published on the website (www. questforgrowth.com). ii. Authorised capital The articles of association expressly authorise the board of direc- tors to increase the capital on one or more occasions by a maxi- mum amount of € 139,749,029.16. ANNUAL REPORT 2024 | 75 € 109.7 mln € 135.1 mln € 135.1 mln € 146.5 mln € 146.5 mln € 146.5 mln € 138.6 mln € 147.1 mln € 147.1 mln € 147.1 mln € 0.1 mln € 7.9 mln € 21.9 mln € 0 mln € 20 mln € 40 mln € 60 mln € 80 mln € 100 mln € 120 mln € 140 mln € 160 mln € 180 mln 31/12/2015 31/12/2016 31/12/2017 31/12/2018 31/12/2019 31/12/2020 31/12/2021 31/12/2022 31/12/2023 31/12/2024 Share capital Available reserves Unavailable reserves EVOLUTION SHARE CAPITAL AND RESERVES This authorisation is granted for a period of ﬁve years from the publication of the deed to increase the company's capital of 14 April 2021 in the Appendix to the Belgian Oﬃcial Gazette on 29 April 2021. It may be renewed one or more times, each time for a maximum period of ﬁve years. The Annual General Meeting may increase or reduce the sub- scribed capital. If a capital increase would take place by issuing shares against cash contribution, the preferential right of the exist- ing shareholders cannot be deviated from. iii. Reference shareholder A notiﬁcation requirement exists when a shareholder exceeds the 5% voting rights threshold. At 31 December 2024 one shareholder notiﬁed holding more than 5% of the voting rights: Name and address % Number of shares Last date threshold crossed Federal Holding and Investment Company (SFPI-FPIM) via Belﬁus Insurance Belgium NV Karel Rogierplein 11 1210 Brussels Belgium 11.98% 2,244,585 20/10/2011 iv. Subscription rights There are no outstanding subscripiton rights to shares of the company. v. Purchase own shares The articles of association contain no special provisions on author- ities of the board of directors regarding the possibility of purchas- ing own shares. 76 | ANNUAL REPORT 2024 vi. Evolution Share capital and reserves over 10 years c. Board of directors i. General The board of directors is the most important management body within Quest for Growth and is responsible for all activities that are needed to enable the company to achieve its objectives, with the exception of those responsibilities that are assigned to the general meeting by law and the responsibilities that are contracted out to the management company. The board of directors has delegated the portfolio management, risk management, administration, human resources policy, mar- keting and day-to-day management of the company to Capricorn Partners, a management company of alternative institutions for collective investment that is licensed by the FSMA. The board of directors establishes the general policy, supervises the management company and is accountable to the shareholders in general meeting. The responsibilities of the board of directors include: • setting the business objectives and investment strategy, and evaluating them at regular intervals, • ensuring correct implementation of the Corporate Governance Charter and the Corporate Governance Code • appointing, dismissing and supervising the management com- pany and the executive oﬃcers, and determining their powers, • supervising internal and external control and risk management, • approving the (interim) annual report, and the quarterly state- ment to shareholders, • approving the annual ﬁnancial statements, including the Cor- porate Governance Statement, • deciding to invest in funds organised by the management company, and where there is a potential conﬂict of interest, • paying dividends, where applicable, • preparation of special reports required by the Belgian compa- nies code for certain transactions, • setting up and putting together advisory boards and deﬁning their powers. ii. Composition The board of directors has a maximum of eight members, appoint- ed by the general meeting or a maximum term of four years. The directors may or may not be shareholders, two members represent the holders of preference shares and least three members must be independent. With four women directors, there is parity and the gender quota of 30% is far exceeded. Diversity in executive management falls under the management company's human resources policy. Capri- corn Partners' executive committee is also parity-based: it has four members, of whom two are women and two are men. In 2024, the president Ms de Vet-Veithen voluntarily resigned and Ms Lieve Creten was appointed president in her place for a four- year term. Below is an overview of the members of the board of directors and the start of their mandate: ANNUAL REPORT 2024 | 77 Start of ﬁrst term of oﬃce End of mandate: at the end of the general meeting determining the results for the ﬁnancial year ending on 31 December Proposed by holders of shares of class Chairman Lieve Creten 28 March 2024 30 March 2028 Ordinary Director – executive oﬃcer Philippe de Vicq de Cumptich 9 August 2011 26 March 2026 Ordinary Director Prof. Regine Slagmulder 9 August 2011 27 March 2025 Ordinary Director Jos B. Peeters 9 June 1998 26 March 2026 Preference Director Jos Clijsters 25 March 2021 26 March 2026 Ordinary Director Paul Van Dun 28 March 2019 25 March 2027 Ordinary Director – executive oﬃcer Sabine Vermassen 30 March 2023 25 March 2027 Preference Director Véronique Léonard 30 March 2023 25 March 2027 Ordinary Independent director 78 | ANNUAL REPORT 2024 LIEVE CRETEN PRESIDENT AND INDEPENDENT DIRECTOR Lieve was a partner at Deloitte Belgium for more than 20 years, where she developed the M&A practice. She headed this department as managing partner from 2008 to 2019 and was also a member of the executive committee of Deloitte Belgium during this period. Lieve is currently an independent director at Barco, CFE, Montea, Unibreda, the Imelda hospital Bonheiden and Doctors without Borders. Ms. Creten holds a master's degree in commercial engineering from KU Leuven as well as a postgraduate degree in ﬁscal sciences. She has also been a certiﬁed accountant since 1995. PAUL VAN DUN INDEPENDENT DIRECTOR AND PRESIDENT OF THE AUDIT AND RISK COMMITTEE Paul is general manager of KU Leuven Research & Development (LRD). There, he coordinates activities around collaborations with companies, patents/licences, spin-oﬀ company creation and regional deve- lopment. He is also managing director of the Gemma Frisius investment fund, director at the Fondation Fournier-Majoie pour l'Innovation, director at RZ Tienen, chairman of the Centre for Drug Design and Discovery, member of the supervisory board of Brightlands Chemelot Campus (Nl). He is also advisor to several investment companies, and director or chairman at several high-tech and life science companies. PHILIPPE DE VICQ DE CUMPTICH DIRECTOR AND EXECUTIVE OFFICER Philippe de Vicq holds a law degree, MBA (Vlerick Business School) and Bac. Philosophy. He was an investment manager at Investco for 10 years and then spent 15 years at Gevaert, where he was promo- ted to managing director. From 2005 to 2010, he was managing director at KBC Private Equity. He is currently an independent director at a number of industrial and ﬁnancial companies, including Uitgeverij Lannoo, Boston Millennia Partners, Belgian Growth Fund, Pensioenfonds Metaal and Cibo. JOS B. PEETERS DIRECTOR Jos B. Peeters is founder and chairman of the board of directors of Capricorn Partners. Jos holds a PhD in solid state physics from KU Leuven. He worked at Bell Telephone Manufacturing Cy, PA Technology and BeneVent Management before founding Capricorn Partners. Jos was the ﬁrst president of the Bel- gian Venture Capital and Private Equity Association and he served as chairman of EVCA (now Invest Europe) and their capital markets working group that led to the creation of Easdaq. As one of the vete- rans in the European venture capital and private equity industry, Jos has been involved in early stage investments in numerous technology companies for more than three decades. In 2023, he received the M&A association's ﬁrst lifetime achievement award. ANNUAL REPORT 2024 | 79 REGINE SLAGMULDER DIRECTOR Regine Slagmulder is full professor accounting & control at Vlerick Business School and visiting profes- sor at INSEAD. She graduated as a civil electrical engineer and as a business engineer from Ghent Uni- versity, after which she obtained a PhD in Management from the Vlerick School. As part of her research activities, she was a Research Fellow at INSEAD, Boston University (USA) and the P. Drucker Graduate Management Center at Claremont University (USA). She is also an independent director and chairman of the audit committee at the listed companies MdxHealth and Ekopak NV. JOS CLIJSTERS INDEPENDENT DIRECTOR Jos Clijsters has had a long career in the ﬁnancial sector and chaired the board of directors of Belﬁus Bank since 2014. He had already joined Belﬁus in 2011 as chairman of the management committee of Belﬁus Bank and as chairman of the board of directors of Belﬁus Insurance. Previously, Jos Clijsters was active for almost 30 years at Fortis, notably as a member of the executive committee VERONIQUE LEONARD INDEPENDENT DIRECTOR Véronique Léonard is CEO of Van Breda Car Finance, CFO and director at Bank J. Van Breda & C°, where she is also Chief Credit Oﬃcer and Head of Data & Business Insights. She is also a member of the board of directors and audit committee of several companies. Before joining Bank of Breda, Ms Léonard worked at BNParibas Fortis and Accenture, among others. She holds a master's degree in applied eco- nomics from UCL and a master's degree in ﬁnance from Tilburg University (TIAS-Netherlands) and she obtained the certiﬁcate of board governance from INSEAD (IDP-C) in 2024. SABINE VERMASSEN DIRECTOR AND EXECUTIVE OFFICER Sabine is an FSMA-certiﬁed compliance oﬃcer and began her career in the mergers & acquisitions de- partment of an international law ﬁrm. Since 1991, she has worked as an adviser to several venture capital funds and their portfolio companies. In 2008, Sabine joined Capricorn Partners. Since 2017, she has been an executive director and member of the executive committee, responsible for compliance, legal & risk management. She was also president of the Belgian Venture Capital Association and a member of Invest Europe's Professional Standards Committee. Sabine holds both a master's degree in law and an MBA from the Vlerick Business School. iii. Functioning 1. Activities The board of directors met six times during the past ﬁnancial year. 23 January 2024 at 15h00 The board of directors deliberated on the year-end valuations, the ﬁnancial statements and allocation of results and the draft Annual Report. Also on the agenda were the secretary's report on com- pliance with the Corporate Governance Code, the agenda of the ordinary general meeting and the approval of the press release on the annual results. The Charter of the Nomination and Remu- neration Committee as well as an investment opportunity in Confo Therapeutics were approved. 13 February 2024 at 14h00 via Teams meeting This meeting gave ﬁnal approval to the annual report for the ﬁnan- cial year 2023 and the nomination and remuneration committee's proposal regarding the change of the board’s chairman. The agen- da for the general meeting was ﬁnalised. 23 April 2024 at 15h00 Each meeting following the quarter traditionally approves the val- uations, adopts the quarterly ﬁgures and hears the management company's report, as well as any comments from the eﬀective leaders and the chairman of the audit and risk committee on the activities carried out during the previous quarter. A closed session with only the non-executive directors judged positively the mar- ket conformity of the management fee (1% over capital) paid to the management company for the execution of the Management Agreement. 26 June 2024 at 14h00 As in 2023, an additional meeting was also scheduled last ﬁnancial year to consider the company's strategy, conduct a SWOT analysis and oversee the guidance given in 2023. Particular attention was paid to the possibilities of increasing the share of private invest- ment and evaluating QfG's attractiveness in the market. In a closed session, the non-executive directors judged on the interaction with executive management in accordance with provision 3.11 of the Corporate Governance Code. 23 July 2024 at 15h00 In addition to the traditional quarterly approvals, the half-yearly report and condensed ﬁnancial information for the ﬁrst half of the year were adopted. Limited changes to the Corporate Governance Charter were approved and press brieﬁngs and the launch of a LinkedIn page were reported. 18 October 2024 at 15h00 The ﬁnal board of directors considered the third quarter valuations and results on the 2025 ﬁnancial calendar and deliberated on the maximum limit of one stake set at 5% of QfG's net asset value (NAV). The board decided that the initial maximum limit of 5% of NAV would be maintained but remedial action should now be tak- en only when this holding exceeds the threshold of 7.5% NAV and the remedy should take place within 30 days of the 7.5% threshold being exceeded. Further, public relations and communications ﬁrm Growth Inc was commissioned to conduct an analysis on the per- ception and positioning of QfG in the market. 2. Attendance Present Percentage Lieve Creten 5/5 100% Brigitte de Vet-Veithen 1/1 100% Philippe de Vicq de Cumptich 6/6 100% Jos B. Peeters 6/6 100% Regine Slagmulder 6/6 100% Paul Van Dun 5/6 83% Jos Clijsters 6/6 100% Sabine Vermassen 5/6 83% Véronique Léonard 5/6 83% 3. Evaluation The chairman of the board of directors holds regular discussions with all the directors to evaluate the functioning of the board of directors. In doing so, he focuses on both the operational and stra- tegic responsibilities of the board of directors. In 2023 all the directors received an anonymous questionnaire as part of a thorough evaluation of the functioning of the board of directors, of the interaction between the board of directors and the Management Company, and of the interaction with the chairman, the audit and risk committee and the executive oﬃcers. This evalu- ation exercise will take place the next time in 2025. iv. Conﬂicts of interest Article 7:96 ﬀ. Belgian Companies and Associations Code – Article 11§1 of the Royal Decree of 10 July 2016 During the past ﬁnancial year, no situations occurred in which Ar- ticles 7:96 et seq. of the Companies Code and Article 11§1 of the Royal Decree of 10 July 2016 had to be applied. v. Code of conduct Each director arranges his or her own personal and business aﬀairs in such way that no direct or indirect conﬂict of interest arises with the company. Transactions between the company and its directors require to be conducted at arm’s length. 80 | ANNUAL REPORT 2024 The members of the board of directors subscribe to the Corpo- rate Governance Charter, one section of which is dedicated to the ethical rules, and have each individually signed a Dealing Code in accordance with the rules prescribed in the Market Abuse Regula- tion (MAR), which has been applicable since 3 July 2016. The MAR creates a common regulatory framework with respect to insider dealing, the unlawful disclosure of inside information and market manipulation. Members of the executive management are also subject to the Management Company's Code of Conduct, which is included as an annex to Quest for Growth’s Corporate Governance Charter. d. Nomination and remuneration committee i. General At the board meeting of 27 April 2021, Quest for Growth decided to set up a nomination and remuneration committee (“NRC”). ii. Composition One change was made in the nomination and remuneration com- mittee in 2024: Brigitte de Vet-Veithen was replaced by Lieve Creten who, together with Jos Clijsters (also chairman), and Paul Van Dun, are part of the nomination and remuneration committee. Members of the management company's executive management may be invited to provide information. All committee members have experience and expertise in the speciﬁc areas of a nomina- tion and remuneration committee. iii. Functioning 1. Activities The NRC ensures the objective and professional conduct of the appointment process. To this end, the nomination committee reg- ularly evaluates the size, composition and succession planning of the board of directors, adjusts the procedure for the appointment of directors where necessary and nominates or recommends can- didates for appointment or reappointment, taking into account the nomination rights allocated to the various types of shares in the articles of association. The NRC leads the (re)appointment process of the directors. The NRC also ensures that suﬃcient and regular attention is paid to the succession of executive management members. The NRC makes recommendations to the board of directors for this purpose. Decisions on the appointment of the eﬀective leaders and delega- tion of executive management are taken by the board of directors, taking into account the committee's recommendations. The NRC then makes proposals to the board on the remuneration policy and the individual remuneration of the members of the board of directors. The NRC informs the board about the annual evalua- tion of executive management performance and the achievement of the corporate strategy based on agreed performance measures and targets. The committee also prepares the three-yearly evalua- tion of the board's functioning. The chairman of the committee reports to the board on the recom- mendations for the board. 2. Meetings & attendance The committee met informally to guide the annual evaluation of executive management. There was no need to convene a meeting in preparation for a board change. e. Audit and risk committee i. General Within the board of directors, an audit and risk committee has been set up. The set-up and functioning of the committee are described in the articles of association and Corporate Governance Charter of Quest for Growth. The majority of the members of the audit and risk committee, including the chairman, fulﬁl the criteria in terms of accounting and audit expertise. The audit committee members have no executive or functional responsibilities within the company. The committee assists the board of directors in performing its du- ties by overseeing: • the quality and integrity of the audit, bookkeeping and ﬁnancial reporting processes; • the ﬁnancial reports and other ﬁnancial information provided by the company to its shareholders, regulators and the general public; • the internal control systems relative to bookkeeping, ﬁnancial transactions and compliance with statutory requirements and the ethical rules imposed by the company. The audit and risk committee’s principal activity is to steer and supervise the ﬁnancial reporting, bookkeeping and administration. The ﬁnancial reporting is discussed quarterly, with special attention being paid to valuation decisions relative to venture and growth capital and to venture and growth funds in the portfolio. The audit and risk committee oversees the eﬃciency of the inter- nal control and risk management systems. Moreover, the commit- tee has yearly access to the report of the management company. The audit committee seeks to create open communication be- tween the commissioner, the management company and the board of directors. ANNUAL REPORT 2024 | 81 For the performance of its duties the committee has unlimited and direct access to all information and all employees of the manage- ment company and the committee can use the means necessary to achieve this. The audit and risk committee is supposed to commu- nicate freely and frankly with the auditor (including individual talks at least once a year). After each meeting the chairman of the committee reports to the board of directors, which includes issuing recommendations. ii. Composition Paul Van Dun, Chairman Regine Slagmulder Véronique Léonard Since April 2023, the audit and risk committee consists of Mr Paul Van Dun, Ms Regine Slagmulder and Ms Véronique Léonard. Ms Slagmulder, due to having been a director for more than 12 years, is no longer considered independent but Mr Van Dun and Ms Léonard are. All members of the committee have expertise and experience in audit and risk committee powers. iii. Functioning 1. Activities During the past ﬁnancial year, the audit and risk committee met ﬁve times. Four meetings were convened following the quarterly update and the fund's quarterly results. There was also an addi- tional joint meeting with the audit committee of the management company in the presence of the management company's internal auditor to discuss the internal control processes at the manage- ment company and at QfG and to listen to the internal auditor's annual report. In accordance with principle 4.14 of the Corporate Governance Code, the audit and risk committee has considered that there is no need to set up a separate internal audit function for QfG as all management processes of QfG are included in the terms of reference of the internal audit function of the manage- ment company. 2. Attendance Present Percentage Regine Slagmulder 5/5 100% Paul Van Dun 5/5 100% Véronique Léonard 4/5 80% f. Executive oﬃcers i. General The board of directors has appointed two executive oﬃcers, who are responsible for day-to-day management and for supervising the execution of the management agreement between QfG and the management company. Their duties include ensuring that the management company has suﬃcient personnel, processes and controls to appropriately carry out its responsibilities under the management agreement. In order to enable the executive oﬃcers to fulﬁl their duties ap- propriately and eﬃciently, the management company timely pro- vides them with the necessary relevant reports as set down in the management agreement. In addition, the executive oﬃcers have unrestricted access to the employees and the information held by the management company. The executive oﬃcers report verbally on their ﬁndings to the board of directors at least once every quarter. As part of their responsibili- ties, the executive oﬃcers each day receive a calculation of the net asset value, the risk analysis and the compliance analysis of QfG. ii. Composition The executive oﬃcers are Mr Philippe de Vicq de Cumptich (also director of Quest for Growth) and Ms Sabine Vermassen (member of the executive committee of Capricorn Partners and director of QfG). Mr Philippe de Vicq de Cumptich is responsible for the following tasks: • Supervising the calculation of the published net asset value • Controlling the execution of the management agreement with Capricorn Partners • Controlling the adherence to the investment policy of Quest for Growth Ms Sabine Vermassen is responsible for the following tasks: • Secretary of the board of directors • Compliance, risk management and corporate housekeeping, monitoring compliance with the Corporate Governance Code • Other tasks of daily management not covered by those dele- gated to Capricorn Partners 82 | ANNUAL REPORT 2024 iii. Functioning 1. Activities During the past ﬁnancial year, various formal and informal meetings took place between the executive oﬃcers and the management company to discuss the evolution of Quest for Growth, and more speciﬁcally the valuation of the unquoted portfolio and to prepare the general and extraordinary general meetings, the meetings of the audit committee and the board of directors. Other matters discussed by the executive oﬃcers in 2024 include the preparation of press releases and interim reports and the pos- sible new investments in unquoted companies. Within the executive oﬃcers’ mandate of oversight and monitoring of Quest for Growth’s processes and activities, they have read the Corporate Governance Charter and the other policies and proce- dures of the management company and the executive oﬃcers are of the opinion that the processes and controls included therein are suﬃcient to carry out the duties of the management company in connection with its activities for Quest for Growth in accordance with the management agreement. 2. Meetings & attendance At least two meetings take place every quarter: the eﬀective lead- ers attend the general valuation meetings at which the unlisted shares are determined by the Management Company and they also meet formally at all times to prepare the boards of directors. In addition, Mr de Vicq has also been appointed as a director in all of Capricorn Partners' venture capital funds in which QfG has taken a participation. g. Management Company i. General Capricorn Partners is the management company of Quest for Growth and carries out the statutory management tasks including portfolio management, risk management and administration. Capricorn Partners is an independent manager of private and pub- lic venture and growth funds, practising portfolio management of variable capital investment funds in delegation. Capricorn Partners specialises in investments in technologically innovative growth companies. Its investment teams consist of experienced invest- ment managers with deep technology backgrounds and extensive business experience. Capricorn Partners distinguishes itself from other venture capital providers by its thorough, multidisciplinary dossier knowledge and far-reaching hands-on approach to invest- ment ﬁles. In addition, it can rely on an extensive, global network of advisers, investors and experts who, each in their own ﬁeld, are crucial to the Capricorn team's successful investment decisions. Capricorn Partners is licensed as a management company of al- ternative institutions for collective investments by the Financial Services and Markets Authority (FSMA) and has a compliance, gov- ernance and internal control structure that meets all statutory and regulatory requirements. The content and scope of the tasks of the management company as well as the reporting obligations to the board of directors of Quest for Growth are described in the management agreement concluded between the two parties on 1 April 2017 and is regu- larly updated. You can ﬁnd the latest version of this Management Agreement on the website as an appendix to the Corporate Gov- ernance Charter. The board of directors of Quest for Growth remains authorised to determine the investment policy and the allocation of assets. The board of directors also decides autonomously on investments in venture and growth funds set up by Capricorn Partners and has to give the nihil obstat on co-investments in venture and growth capital that are made jointly with Capricorn Partners’ venture and growth funds and may result in a conﬂict of interest. De board of directors is responsible for supervising the manage- ment company in the fulﬁlment of the tasks assigned to it in the Management Agreement. ii. Composition Executive Committee Katrin Geyskens – Digital & Health Katrin brings twenty years of investment experience to the Cap- ricorn Digital team. Before falling in love with venture capital, she had a short career in banking and management consulting fol- lowed by a try at a start-up. The ﬁrst female president of the BVA, she served on their board of directors for ten years. Next to work- ing for Capricorn, Katrin is a council member of VARIO (the Flemish Council for Innovation and Entrepreneurship) and a member of the supervisory board of EIT Digital and Guberna. In 2020, she was named one of Belgium’s ‘Inspiring Fifty’, an award celebrating inspiring female leaders in technology. Katrin joined the executive committee in 2022. Rob van der Meij – Cleantech Rob is a chemical engineer who has held business management ANNUAL REPORT 2024 | 83 positions with Akzo Nobel and Shell Chemicals. Rob was one of the founders and the CEO of KiOR in the United States, and he has worked as the CEO for several other start-ups in chemicals and water technology. He likes to invest in start-ups, both privately and as a partner at Capricorn Partners, and he currently serves on the board of several start-ups in the EU and the US. In 2022 he joined the executive committee of Capricorn Partners. Leslie Totté –Finance & Administration Leslie has over 25 years of experience in Corporate Finance. He started his career at EY Bedrijfsrevisoren and was involved in var- ious audit assignments of listed investment companies for over 10 years. He then moved to Incoﬁn Investment Management as CFO and helped build the expansion of the fund manager. After a short period as Corporate Finance consultant, he moved to Capricorn Partners as CFO and responsible for Investor Relations. In addition to his role at Capricorn Partners, he is a member of the ESG com- mittee of the Belgian Venture Association (BVA). Sabine Vermassen – Legal, Risk & Compliance Sabine is a certiﬁed compliance oﬃcer and started her career in the M&A department of an international law ﬁrm. Since 1991, she has worked as a consultant for several venture capital funds and their portfolio companies. Sabine is still a director at bij the Belgian Venture Capital & Private Equity Association and was president from 2022 to 2024. She was also a member of Invest Europe's Professional Standards Committee. Sabine has been a member of the executive committee of Capricorn Partners since 2017 and is responsible for risk management & compliance. 84 | ANNUAL REPORT 2024 iii. Funds under management Capricorn Partners, in addition to being the manager of Quest for Growth, is also the management company and managing direc- tor of the Capricorn Health-tech Fund, the Capricorn ICT ARKIV, the Capricorn Sustainable Chemistry Fund, the Capricorn Digital Growth Fund, the Capricorn Fusion China Fund, the Capricorn Healthtech Fund II, the Capricorn Industrial Biotech Fund (based in The Netherlands), the FC Investment Partners and of two feeder funds linked to the venture and growth funds. Capricorn Partners is also investment and marketing manager of the Quest Cleantech Fund and Quest+, two compartments (sub-funds) of Quest Man- agement Sicav and manages the Funds for Good-Cleantech II port- folio. These variable capital funds invest only in quoted equities and are based in Luxembourg. Capricorn Partners' total assets under management on 31/12/2024 amounted to € 392.7 million. h. Depository bank & statutory auditor i. General The statutory auditor of Quest for Growth is PwC Bedrijfsrevisoren BV, represented by Mr Gregory Joos, Culliganlaan 5, 1831 Machel- en. As of 2025, Gregory Joos will be replaced as permanent repre- sentative by Mr Damien Walgrave. The depository bank is Belﬁus Bank Belgium, Karel Rogierplein 11, 1000 Brussels. The depository bank is responsible for a number of material tasks. Its main task is to ensure the safekeeping of the assets of the funds under management and to carry out the physical trading of these assets on behalf of the management company (e.g.: deliver the securities sold, pay for the securities purchased). In addition, the custodian is responsible for the day-to-day administration of Quest for Growth's assets (e.g.: collecting dividends and interest from the assets and exercising the subscription and allotment rights attached to them). ii. Functioning The depository bank prepares quarterly reports for the audit com- mittee. The four reports prepared for this purpose in 2024 were without comments. i. Internal control & risk management i. General Internal control is a system developed by the governing body that contributes to controlling the company’s activities, its eﬀective functioning and the eﬃcient use of its resources, all in accordance with the objectives, scope and complexity of its business activities. Risk management is the process of identifying, evaluating and con- trolling risks and communication in this respect. The Management Company's internal control procedures must en- sure that the ﬁnancial reporting is a faithful reﬂection of the trans- actions completed, that the operational business processes are eﬀective and eﬃcient, and that all activities comply with legislation, regulations and the company's own internal policies. The management company has a risk department consisting of three people, and operates in accordance with the COSO model. This COSO framework is generally accepted as the standard for internal control, and is structured around ﬁve components: the control environment, the risk management process, the control activities, information and communication, and ﬁnally supervision and monitoring. A risk analysis of all processes is carried out annu- ally, with a review as to whether the control procedures meet the requirements in terms of eﬀectiveness and eﬃciency. The control procedures themselves are then tested to check whether they ef- fectively deliver on what they promise. ii. Responsibilities Internal control and risk management are part of the delegated tasks to the management company. The board of directors super- vises this important function, as do the management company's internal auditor and the external auditor of both Quest for Growth and the management company. For QfG, the management of internal control and risks focuses primarily, and on a daily basis, on the risks associated with the investments in the portfolio and their impact on the company's general risk proﬁle and liquidity. With regard to ﬁnancial report- ing, the stock market transactions of the investment managers are checked and settled on a daily basis against the information that the fund administrator/risk oﬃcer receives from broker companies. The fund administrator, who is physically separated from the in- vestment managers, compiles a daily overview, using internal and external software packages, of the following risk points: • compliance with investment restrictions • compliance with the privak legislation • supervision of hedging of the exchange risk • supervision of ﬂuctuations in the daily net asset value ANNUAL REPORT 2024 | 85 iii. Activities All discrepancies are highlighted. These sheets are sent daily to the executive oﬃcers and the members of the management com- pany's executive committee. One member of the executive com- mittee is responsible for risk and compliance. Each month the fund administrator compares the shareholder po- sitions of all public investments with the report from the depositary bank. Any discrepancies are investigated and reconciled. The transactions and cash positions are processed daily in the ac- counting department's master spreadsheets. QfG's intrinsic value is determined each month on the basis of these master spread- sheets. The ﬁnancial statements are prepared every quarter, and discussed with QfG’s executive oﬃcers and audit committee be- fore being submitted to the board of directors for approval. The half-yearly ﬁgures are also reviewed by the external auditor, and the annual ﬁgures are fully audited. iv. Internal and external auditor Given that Quest for Growth largely outsources its day-to-day man- agement to Capricorn Partners, there is no need for an internal audit function within the company. Capricorn Partners has an internal auditor, BDO Advisory BV, rep- resented by Mr Steven Cauwenberghs, who reviews all processes and procedures, including those relevant to Quest for Growth, on a rotational basis. The internal auditor informs the executive oﬃcers and the audit committee of Quest for Growth as well as the audit committee of the management company about all audit ﬁndings of the annual internal control audit. Capricorn Partners' external auditor, KPMG, analyses and evaluates the adequacy of the man- agement company's internal control. There is also an annual meeting between the Management Com- pany's internal auditor, the representatives of the management company, and the audit and risk committees of QfG and Capricorn Partners to discuss in detail the internal auditor's ﬁndings and the internal audit plan for the subsequent year. The ﬁnancial risks (portfolio risk, liquidity risk, interest rate risk and exchange risk) are explained in the notes to the annual accounts as from page 97 (Notes to the annual accounts – item 6). v. Financial reporting The above processes allow Quest for Growth to report ﬁnancial information that meets all the objectives and legal and accounting obligations that the fund must comply with. In addition, through internal separation of powers and the four-eye principle, the Man- agement Company has a number of overarching controls in place that contribute to accurate reporting. j. Communication with shareholders Quest for Growth considers it highly important to provide its share- holders with accurate and timely information. To achieve this, QfG uses various communication channels, such as the website, the annual report, press releases and presentations to investors. Quest for Growth distributes a monthly press release that includes the net asset value as per the end of the month, and also sends this to shareholders who request it. You can ﬁnd the publication dates for these press releases for the ﬁnancial year 2025 in the ﬁnancial calendar on page 128 of this report. Furthermore, all shareholders who request it will receive a noti- ﬁcation via email and a press release containing the necessary information whenever there is important news. In 2021, the Belgian Association of Financial Analysts ABAF/BVFA awarded Quest for Growth the prize for Best Financial Communi- cation among holdings and investment companies. Below is an overview of the press releases issued in 2024: NAV per 31/12/2023 4 January 2024 New chairman board of directors 24 January 2024 Annual results 2023 and announcement amendment articles of association 25 January 2024 NAV per 31/01/2024 8 February 2024 NAV per 28/02/2024 7 March 2024 NAV per 31/03/2024 4 April 2024 Business update 31 March 2024 25 April 2024 NAV per 30/04/2024 8 May 2024 NAV per 31/05/2024 6 June 2024 NAV per 30/06/2024 4 July 2024 Semi-annual report 30 June 2024 25 July 2024 Direct investment Confo Therapeutics 26 July 2024 NAV per 31/07/2024 8 August 2024 NAV per 31/08/2024 5 September 2024 NAV per 30/09/2024 3 October 2024 Business update 30 September 2024 24 October 2024 NAV per 31/10/2024 7 November 2024 Takeover bid for Nexus AG 27 November 2024 NAV per 30/11/2024 5 December 2024 86 | ANNUAL REPORT 2024 ANNUAL REPORT 2024 | 87 a. Remuneration policy The remuneration policy is based on the fundamental principle that the company must be able to attract and retain qualiﬁed directors with the required knowledge and experience in the company's various policy areas, taking into account (i) the company's size and speciﬁc governance structure, (ii) the strategic objectives and risk appetite of the company, while (iii) always promoting sustainable value creation. The board of directors, supported in this by the nomination and remuneration committee, ensures that the remu- neration policy is consistent with the company's general remuner- ation framework as set out in the Corporate Governance Charter and in accordance with the Corporate Governance Code. A new remuneration policy was approved by the general meeting on 30 March 2023 and applied accordingly in the past ﬁnancial year. The Remuneration policy i. The executive management The executive management is delegated exclusively to Capricorn Partners and is remunerated on the basis of a ﬁxed percentage, i.e. 1% of the capital of the company. The determination of a manage- ment fee based on a percentage of the capital rather than on the basis of the assets under management has the advantage of clarity, simplicity and exclusion of any, possibly not objective and diﬃcult to determine, valuation of the underlying assets that are not listed. A ﬁxed remuneration based on capital prevents too much atten- tion being given to risky behaviour that could jeopardise long-term value creation. QfG has entered into an agreement with the man- agement company a management agreement regarding the tasks, conditions and modalities of the management assignment and the remuneration that Capricorn Partners will receive for carrying out this assignment. In the event of termination of the management agreement, the Management Company is entitled to payment of the ﬁxed fee pro rata to the date of termination of the agreement and no additional severance payment will be paid. The variable remuneration of the executive management is ob- tained through the subordinated preference dividend paid to the holders of preference shares after all shareholders have received a compensation of 6% cumulative and recoverable for the previ- ous years in which no or insuﬃcient dividend payments have tak- en place (and this starting from 1 January 2023). This preference dividend right amounts to 10% of the total excess dividend and is distributed pro rata among the 500 preference shares. These pref- erence shares are since 2023 exclusively granted to people who help bring about the success of QfG. The management company decides on their allocation and can also redistribute the options on the preference shares among the beneﬁciaries. This preferred div- idend right ensures alignment of the interests of all shareholders and is also approved for distribution by the general meeting The members of the executive management do not receive contri- butions for pensions or similar allowances from the management company. They are responsible for this themselves. ii. The non-executive directors The non-executive directors receive a ﬁxed annual remuneration of € 15,000. The chairman receives € 30,000 and the director who fulﬁls the role of executive oﬃcer receives a ﬁxed remuneration of € 35,000. The ﬁxed remuneration paid to the chairman and the director-executive oﬃcer reﬂects the additional time their re- sponsibilities require them to dedicate. For example, the executive oﬃcers regularly meets with representatives of the management company to ensure optimal execution of the role in supervising the management company's fulﬁlment of its mandate. The chairman is responsible for the agenda, organisation and evaluation of the board of directors. The chairman of the audit and risk committee and of the nomina- tion and remuneration committee receive an additional fee of € 7,500 per year and a member of the advising committee receives additionally € 5,000. The directors who hold positions with the management company are paid by the management company and receive no additional remuneration for performing their director’s duties at QfG. The normal and justiﬁed expenses incurred by the directors in the performance of their duties are reimbursed and recognised under general costs. Neither the management company, nor the executive oﬃcers, nor the directors receive a performance-related short-term remunera- tion directly related to the results of the company. There are also no long-term incentive programs, variable remuneration or bene- ﬁts in kind that are directly related to the results of the company. There is no provision for (partial) remuneration in the form of shares for the non-executive directors because (i) QfG does not hold its own shares, (ii) this could undermine the independence of the non-executive directors and (iii) few listed companies do so (cf. the Report on Corporate Governance). There are no contributions for pensions or similar compensation for directors, and no director or executive oﬃcer in that capacity is entitled to the payment of any severance pay at the expense of the company when their term of oﬃce comes to an end, for whatever reason. 8. REMUNERATION REPORT b. Remuneration paid to non-executive directors and executive oﬃcers in 2024 Ms Brigitte de Vet-Veithen (president up to Q1 2024) € 7,500 Ms Lieve Creten (president since Q1 2024) € 30,000 Mr Philippe de Vicq de Cumptich € 26,250 Prof. Regine Slagmulder € 20,000 Mr Paul Van Dun € 27,500 Mr Jos Clijsters € 22,500 Ms Véronique Léonard € 20,000 The € 8,750 payment for Q4 2024 was waived. Total renumeration paid to the directors in the past ﬁnancial year including VAT amounted to € 157,161 (in 2023: € 177,551) The director Jos Peeters and the director/executive oﬃcer Sabine Vermassen are only remunerated by the management company Capricorn Partners. For the ﬁnancial year 2024, no expenses were reimbursed to the directors (excluding a travel allowance of € 2,441 to one director) nor any form of beneﬁts in kind or variable remuneration. In ac- cordance with the remuneration policy, no amounts were paid for pension accrual, insurances or pension plans. c. Remuneration depositary bank and external auditor The remuneration paid to Belﬁus Bank for its services as deposito- ry bank amounted to € 38,742 in the past ﬁnancial year. Included in this amount is the last invoice from the depositary bank for € 9,821 which was received and paid late in January 2025. The remuneration paid to PWC Bedrijfsrevisoren for the audit of the annual ﬁnancial statements and for the limited review of the half-year ﬁgures was € 42,238 (excl. VAT). An additional fee of € 1,000 (excluding VAT) was paid in 2024 for preparing the report in accordance with the ESEF requirements (XHTML format) appli- cable to the digital ﬁnancial statements as at 31 December 2023. 88 | ANNUAL REPORT 2024 ANNUAL REPORT 2024 | 89 d. Remuneration management company (and its directors and employees) The remuneration paid to the management company is ﬁxed at 1% of the company's statutory capital (see point 19 of the Notes to the Financial Statements on page 114). This calculation basis has been applicable since 2017. For the 2024 ﬁnancial year, € 1,482,989 was thus paid to the management company. The four members of the executive committee of Capricorn Part- ners and Jos Peeters as chairman of the board of directors of Cap- ricorn Partners and director at QfG jointly received a payment of € 263,174 for their services to QfG during the past ﬁnancial year. This calculation is based on the proportion of income the management company receives from each fund. No variable payments, beneﬁts in kind, pension contributions or other insurance were granted, acquired or paid out at the expense of Quest for Growth during the past ﬁnancial year. The relative share of the ﬁxed remuneration is therefore 100%, and no right of recovery had to be exercised for variable remuneration. This remuneration has not been adjusted compared to the ﬁnan- cial year covered by the annual report. No dividend payment was made to the preference shareholders. With regard to severance payments, the management company can say goodbye to any member of the executive management provided a three-month notice period is observed without owing any severance payment. During the past ﬁnancial year, the management company paid a total amount of € 4,993,944 to all its employees including a variable remuneration of € 199,088 (which, however, are not linked to Quest for Growth performance). The number of FTE beneﬁciaries is 27. The aggregate amount of remuneration paid to employees whose actions signiﬁcantly aﬀected QfG's risk proﬁle was € 384,170. The ratio between the highest paid employee and the lowest paid is, including the variable remuneration that is part of the employment contract: 4.0x. e. Changes to the remuneration policy In 2023 the remuneration policy was adjusted. We refer to the ﬁrst paragraph of this chapter for this. The company does not anticipate substantial changes to its remu- neration policy over the next two years. f. Evolution of the remuneration and performance of the company The remunerations of the executive management were neither increased nor decreased in the past ﬁnancial year. Fees paid to non-executive directors and members of advisory committees were increased in 2023 to bring them in line with the market. Thus, the ﬁxed remuneration of a director was increased from € 7,500 to € 15,000 but, on the other hand, the sitting fees (amounting to € 500 per session) were abolished. We also refer here to the ﬁrst paragraph of the Remuneration Report. This evolution is in line with the company's remuneration policy, which gives preference to ﬁxed remuneration and only variable remuneration that is linked to the dividend yield of all sharehold- ers, thus trying to align the interests of shareholders and executive management as much as possible. The company has opted to track the evolution of remuneration over the past ﬁve years starting from the 2020 ﬁnancial year. The evolution is thus included hereafter for the ﬁrst time: 2024 2023 2022 2021 2020 Total fees non-executive directors 153,750 156,000 140,625 148,500 144,000 Total fee management company 1,482,989 1,482,989 1,456,988 1,416,608 1,464,587 FREE TRANSLATION FROM THE ORIGINAL DUTCH REPORT A. STATUTORY AUDITOR'S REPORT TO THE GENERAL SHAREHOLDERS’ MEETING OF QUEST FOR GROWTH NV ON THE ANNUAL ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2024 We present to you our statutory auditor’s report in the context of our statutory audit of the annual accounts of Quest for Growth NV (the “Company”). This report includes our report on the annual ac- counts, as well as the other legal and regulatory requirements. This forms part of an integrated whole and is indivisible. We have been appointed as statutory auditor by the general meet- ing d.d. 31 March 2022, following the proposal formulated by the board of directors and following the recommendation by the audit committee. Our mandate will expire on the date of the general meeting which will deliberate on the annual accounts for the year ended 31 December 2024. We have performed the statutory audit of the Company’s annual accounts for 6 consecutive years. Report on the annual accounts Unqualiﬁed opinion We have performed the statutory audit of the Company’s annual accounts, which comprise the balance sheet as at 31 December 2024, the income statement, the statement of changes in equity and the statement of cash ﬂows for the year then ended, and the notes to the annual accounts, including a summary of signiﬁcant accounting policies and other explanatory information, and which is characterised by a balance sheet total of EUR 134.458.512 and an income statement showing a loss for the year of EUR 6.338.360. In our opinion, the annual accounts give a true and fair view of the Company’s net equity and ﬁnancial position as at 31 December 2024, and of its ﬁnancial performance and its cash ﬂows for the year then ended, in accordance with IFRS Accounting Standards as adopted by the European Union and with the legal and regula- tory requirements applicable in Belgium. Basis for unqualiﬁed opinion We conducted our audit in accordance with International Stand- ards on Auditing (ISAs) as applicable in Belgium. Furthermore, we have applied the International Standards on Auditing as approved by the IAASB which are applicable to the year-end and which are not yet approved at the national level. Our responsibilities under those standards are further described in the “Statutory auditor’s responsibilities for the audit of the annual accounts” section of our report. We have fulﬁlled our ethical responsibilities in accordance with the ethical requirements that are relevant to our audit of the annual accounts in Belgium, including the requirements related to independence. We have obtained from the board of directors and Company of- ﬁcials the explanations and information necessary for performing our audit. We believe that the audit evidence we have obtained is suﬃcient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judge- ment, were of most signiﬁcance in our audit of the annual accounts of the current period. These matters were addressed in the context of our audit of the annual accounts as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Fair value measurement of ﬁnancial assets Description of the key audit matter The Company measures its ﬁnancial assets, consisting of invest- ments that are, or are not, traded in active markets at fair value through proﬁt or loss. The fair value of investments that are traded in active markets is determined, based on their quoted market price on the respective stock markets on 31 December 2024 (Level 1 measurements in the fair value hierarchy). As disclosed in note 7.d., the total of the Lev- el 1 ﬁnancial assets recognised at fair value in the balance sheet amounts to EUR 82.422.886 at 31 December 2024. The fair value of investments that are not traded in active markets is determined on the basis of valuation methods applied by the Company using, among other things, estimates that are based on non-observable market data (Level 3 measurements in the fair value hierarchy). The estimates rely on assumptions made by the board of directors that are included in the valuation method of each individual investment. The most important assumptions for the investments valued based on the method based on multiples concern the composition of the peer group and the applied discounts. The most important as- sumptions for the investments valued based on a scenario analysis are the assessment of Key Performance Indicators (KPI) per invest- ment and the probability-weighting of the diﬀerent possible future scenarios. The total of the Level 3 ﬁnancial assets recognised at fair value in the balance sheet at 31 December 2024 amounts to EUR 47.923.246 (note 7.d.). 90 | ANNUAL REPORT 2024 9. FINANCIAL INFORMATION The use of other underlying assumptions can alter the fair value. Considering the importance of ﬁnancial assets in the balance sheet and the impact of the fair value measurement on the balance sheet and the income statement, we consider this as a key audit matter. Our audit approach to the key audit matter Our veriﬁcation of the 31 December 2024 fair values as applied by the Company with regard to investments that are traded in active markets was based on the closing price on the said date. To assess the reasonability of 31 December 2023 fair value used in the measurements of investments that are not traded in active markets, we performed, amongst others, the following auditing procedures: • analysis of the peer group of comparable enterprises and of the discounts applied by the Company when using a valuation method based on the multiples approach; • inquiries with the investment managers with respect to the assumptions applied concerning the assessment of Key Per- formance Indicators of the enterprises in which the Company holds an investment and with respect to the probability-weigh- ting of the diﬀerent possible future scenarios, when using scenario analysis as valuation method; • assessment of the reasonableness of the assumptions used to determine the valuation by verifying them against underlying elements; • review of the information disclosed in note 7 ‘Fair value of ﬁnancial instruments’ to the ﬁnancial statements as required under IFRS Accounting Standards. In performing our audit procedures, we relied on the assistance of our internal valuation experts. Our auditing procedures have led us to conclude that the values, es- timates and underlying assumptions used by the board of directors fall within an acceptable range of reasonable estimates and assump- tions, and that the information disclosed in note 7 to the ﬁnancial statements meets IFRS Accounting Standards requirements. Responsibilities of the board of directors for the preparation of the annual accounts The board of directors is responsible for the preparation of annual accounts that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the European Union and with the legal and regulatory requirements applicable in Belgium, and for such internal control as the board of directors determine is nec- essary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error. In preparing the annual accounts, the board of directors is respon- sible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going con- cern and using the going concern basis of accounting unless the board of directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Statutory auditor’s responsibilities for the audit of the annual accounts Our objectives are to obtain reasonable assurance about whether the annual accounts as a whole are free from material misstate- ment, whether due to fraud or error, and to issue an auditor’s 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 ISAs 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. In performing our audit, we comply with the legal, regulatory and normative framework applicable to the audit of the annual ac- counts in Belgium. A statutory audit does not provide any assur- ance as to the Company’s future viability nor as to the eﬃciency or eﬀectiveness of the board of directors’ current or future business management. Our responsibilities in respect of the use of the going concern basis of accounting by the board of directors are described below. As part of an audit in accordance with ISAs, we exercise profes- sional judgment and maintain professional skepticism throughout the audit. We also: • 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 missta- tement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissi- ons, misrepresentations, or the override of internal control; • 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; • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the board of directors; • Conclude on the appropriateness of the board of directors’ use of the going concern basis of accounting 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 ANNUAL REPORT 2024 | 91 conclude that a material uncertainty exists, we are required to draw attention in our statutory auditor’s 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 statutory auditor’s report. However, future events or conditions may cau- se 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; We communicate with the audit committee regarding, among other matters, the planned scope and timing of the audit and signiﬁcant audit ﬁndings, including any signiﬁcant deﬁciencies in internal con- trol that we identify during our audit. We also provide the audit committee with a statement that we have complied with relevant ethical requirements regarding independ- ence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independ- ence, and where applicable, related safeguards. From the matters communicated with the audit committee, we de- termine those matters that were of most signiﬁcance in the audit of the annual accounts of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report un- less law or regulation precludes public disclosure about the matter. Other legal and regulatory requirements Responsibilities of the board of directors The board of directors is responsible for the preparation and the content of the directors' report on the annual accounts and the other information included in the annual report, as well as for the compliance with the legal and regulatory requirements regarding bookkeeping, with the Companies’ and Associations’ Code and the Company’s articles of association. Statutory auditor’s responsibilities In the context of our engagement and in accordance with the Bel- gian standard which is complementary to the International Stand- ards on Auditing (ISAs) as applicable in Belgium, our responsibility is to verify, in all material respects, the directors’ report on the annual accounts and the other information included in the annual report, as well as compliance with the articles of association and of certain requirements of the Companies’ and Associations’ Code, and to report on these matters. Aspects related to the directors’ report and to the other information included in the annual report In our opinion, after having performed speciﬁc procedures in rela- tion to the directors’ report, the directors’ report is consistent with the annual accounts for the year under audit and is prepared in accordance with article 3:5 and 3:6 of the Companies' and Asso- ciations' Code. In the context of our audit of the annual accounts, we are also re- sponsible for considering, in particular based on the knowledge acquired resulting from the audit, whether the directors’ report and the other information included in the annual report, is ma- terially misstated or contains information which is inadequately disclosed or otherwise misleading. In light of the procedures we have performed, there are no material misstatements we have to report to you. Statement related to independence • Our registered audit ﬁrm and our network did not provide services which are incompatible with the statutory audit of the annual accounts, and our registered audit ﬁrm remained inde- pendent of the Company in the course of our mandate. • The fees for additional services which are compatible with the statutory audit of the annual accounts referred to in article 3:65 of the Companies' and Associations' Code are correctly disclosed and itemized in the notes to the annual accounts. European Uniform Electronic Format (ESEF) We have also veriﬁed, in accordance with the draft standard on the veriﬁcation of the compliance of the ﬁnancial statements with the European Uniform Electronic Format (hereinafter “ESEF”), the com- pliance of the ESEF format with the regulatory technical standards established by the European Delegate Regulation No. 2019/815 of 17 December 2018 (hereinafter: “Delegated Regulation”). The board of directors is responsible for the preparation, in ac- cordance with ESEF requirements, of the ﬁnancial statements in the form of an electronic ﬁle in ESEF format (hereinafter “digital ﬁnancial statements”) included in the annual ﬁnancial report. Our responsibility is to obtain suﬃcient appropriate evidence to conclude that the format of the digital ﬁnancial statements com- plies in all material respects with the ESEF requirements under the Delegated Regulation. Based on the work we have performed, we believe that the format of the oﬃcial version of the digital ﬁnancial statements included in the annual ﬁnancial report of Quest for Growth NV per 31 Decem- 92 | ANNUAL REPORT 2024 ber 2024 complies in all material respects with the ESEF require- ments under the Delegated Regulation. Other statements • Without prejudice to formal aspects of minor importance, the accounting records were maintained in accordance with the legal and regulatory requirements applicable in Belgium. • The appropriation of results proposed to the general meeting complies with the legal provisions and the provisions of the articles of association. • There are no transactions undertaken or decisions taken in breach of the Company‘s articles of association or the Compa- nies’ and Associations’ Code that we have to report to you. • This report is consistent with the additional report to the audit committee referred to in article 11 of the Regulation (EU) N° 537/2014. Diegem, 25 February 2025 The statutory auditor PwC Bedrijfsrevisoren BV/PwC Reviseurs d'Entreprises SRL Represented by Gregory Joos Bedrijfsrevisor/Réviseur d'Entreprises Acting on behalf of Gregory Joos BV ANNUAL REPORT 2024 | 93 B. Management responsibility statement The ﬁnancial statements for the period ended 31 December 2024 have been prepared in accordance with IFRS as approved by the International Accounting Standards Board and accepted by the European Union. Where necessary, additional explanations are provided in this ﬁnancial information. The board of directors approved the ﬁnancial statements on 28 January 2025. The undersigned state that to the best of their knowledge: a. The ﬁnancial statements give a true and fair view of the ﬁnancial position, equity, proﬁt or loss, changes in equity and cash ﬂows of Quest for Growth NV, taken as a whole as at and for the twelve month period ended 31 December 2024; and b. The ﬁnancial statements include a fair review of important events that have occurred during the twelve month period ended 31 December 2024, and their impact on the ﬁnancial statements for such period, a description of the principal risks and uncertainties they face and the future prospects. Leuven, 28 January 2025 Paul Van Dun Philippe de Vicq de Cumptich Sabine Vermassen Director – Chairman of the audit committee Director – Executive oﬃcer Director - Executive oﬃcer 94 | ANNUAL REPORT 2024 C. Annual accounts – Financial statements BALANCE SHEET In EUR Situation at: Notes 31 December 2024 31 December 2023 31 December 2022 Assets Cash and cash equivalents 7.g 3,382,341 6,800,567 6,177,462 Trade and other receivables 15 239,562 474,757 1,050,834 Dividends receivables 7.f 416,639 385,020 563,083 Financial assets Financial assets at FVTPL – equity securities 14 130,240,976 132,804,660 136,042,102 Financial assets at FVTPL – debt securities 14 105,155 312,613 468,595 Other current assets 7,161 7,191 7,210 Accruals 66,677 0 0 Total assets 134,458,512 140,784,807 144,309,287 Equity and liabilities Share capital 17 147,072,900 147,072,900 147,072,900 Reserves 18 0 0 21,918,727 Accumulated results -6,328,208 -2,803,948 106,290 Net result for the year -6,338,360 -3,524,260 -24,828,966 Total equity attributable to shareholders 134,406,331 140,744,692 144,268,952 Current taks payable 12 0 0 219 Other liabilities 52,180 40,115 40,115 Total liabilities 52,180 40,115 40,335 Total equity and liabilities 134,458,512 140,784,807 144,309,287 INCOME STATEMENT In EUR Situation at: Notes 31 December 2024 31 December 2023 31 December 2022 Net realised gains / (losses) on ﬁnancial assets 8/10 -5,774,263 -6,191,828 6,764,147 Net unrealised gains / (losses) on ﬁnancial assets 8/10 -277,739 2,484,133 -31,245,241 Dividends income 2,164,517 1,824,290 1,984,901 Net interest income / (expenses) 11 137,369 78,021 -7,018 Net realised foreign exchange gains / (losses) -3,765 -2,536 8,637 Net unrealised foreign exchange gains / (losses) 0 5,603 4,114 Total revenues from investments -3,753,882 -1,802,318 -22,490,460 Other operating income / (losses) -158,639 860,320 101,156 Total operating revenues / (losses) -3,912,520 -941,997 -22,389,304 Fee management company 19 -1,482,989 -1,482,989 -1,456,988 Custodian fees -28,922 -37,140 -45,688 Directors’ fees -157,161 -177,551 -161,281 Levy on investment funds 21.e -130,189 -133,449 -166,557 Other operating expenses -177,647 -405,978 -272,972 Total operating expenses -1,976,908 -2,237,107 -2,103,791 Proﬁt / (Loss) from operating activities -5,889,428 -3,179,105 -24,492,791 Net ﬁnancial expenses -1,762 -1,501 -2,651 Proﬁt / (Loss) before income taxes -5,891,191 -3,180,605 -24,495,442 Withholding tax expenses 12 -415,021 -316,085 -333,304 Other incomes taxes 12 -32,149 -27,570 -219 Proﬁt / (Loss) for the period -6,338,360 -3,524,260 -24,828,966 Proﬁt / (Loss) per share Basic & diluted average number of shares outstanding 9 18,733,961 18,603,570 17,765,860 Basic & diluted proﬁt/loss per share for ordinary shares 9 -0.34 -0.19 -1.40 Basic & diluted proﬁt/loss per share for preference shares 9 -0.34 -0.19 / Basic & diluted proﬁt/loss per share for A and B shares 9 / / -1.40 The holders of the diﬀerent share classes have diﬀerent rights in the event of a dividend payment and in the event of liquidation of the company (see point 18 below) ANNUAL REPORT 2024 | 95 STATEMENT OF CHANGES IN EQUITY In EUR Note Share capital Reserves Retained earnings / loss Total equity Balance at 1 Januari 2024 17 147,072,900 0 -6,328,208 140,744,692 Retained earnings 18 0 Proﬁt / (loss) for the year -6,338,360 -6,338,360 Issue of ordinary shares, net of costs of capital increase 0 Dividends 18 0 Balance at 31 December 2024 17 147,072,900 0 -12,666,569 -134,406,331 In EUR Note Share capital Reserves Retained earnings / loss Total equity Balance at 1 January 2023 17 147,072,900 21,918,727 -24,722,675 144,268,952 Retained earnings 18 -21,918,727 21,918,727 0 Proﬁt / (loss) for the year -3,524,260 -3,524,260 Issue of ordinary shares, net of costs of capital increase 0 Dividends 18 0 Balance at 31 December 2023 17 147,072,900 0 -6,328,208 140,744,692 In EUR Note Share capital Reserves Retained earnings / loss Total equity Balance at 1 January 2022 17 138,629,636 7,929,733 33,140,999 179,700,368 Retained earnings 18 13,988,994 -13,988,994 0 Proﬁt / (loss) for the year -24,828,966 -24,828,966 Issue of ordinary shares, net of costs of capital increase 8,443,264 8,443,264 Dividends 18 -19,045,714 -19,045,714 Balance at 31 December 2022 17 147,072,900 21,918,727 -24,722,675 144,268,952 STATEMENT OF CASH FLOWS In EUR For the ﬁnancial year ended: 31 December 2024 31 December 2023 31 December 2022 Proceeds from sale of ﬁnancial assets - equity securities 22,332,343 19,245,292 30,215,236 Proceeds from sale of ﬁnancial assets – debt securities 97,154 0 0 Acquisition of ﬁnancial assets - equity securities -25,023,450 -19,228,959 -21,234,761 Acquisition of ﬁnancial assets - debt securities -756,036 -330,248 -888,571 Receivables from divestments 75,743 1,437,755 29,768 Dividends received 1,717,493 1,696,689 1,515,962 Interest received 11 138,235 76,852 110 Other operating income / (losses) 40 Interest paid 11 -92 -190 -32,576 Operating expenses paid -1,966,576 -2,238,588 -2,103,487 Income taxes paid -32,149 -27,790 -3,01 Cash ﬂow from operating activities -3,417,296 630,813 7,501,677 Proceeds from capital increase 0 0 8,443,264 Capital reduction 0 0 0 Dividends paid to holders of preference shares 18 0 0 -1,936,239 Dividends paid to holders of ordinary shares 18 0 0 -16,774,228 Paid withholding tax on dividends to shareholders 18 0 0 -335,247 Cash ﬂow from ﬁnancing activities 0 0 -10,602,450 Net increase / (decrease) in cash and cash equivalents -3,417,296 630,813 -3,100,772 Cash and cash equivalents at the beginning of the year 6,800,567 6,177,462 9,313,614 Eﬀect of exchange rate on cash and cash equivalents -930 -7,709 -35,079 Cash and cash equivalents at the end of the period 3,382,341 6,800,567 6,177,462 D. Annual accounts - Notes to the ﬁnancial statements 1. Reporting entity Quest for Growth NV PRIVAK (the “Company”) is a public alter- native investment company with ﬁxed capital under Belgian law, with registered oﬃce at Lei 19, PO Box 3, 3000 Leuven and with company number 0463.541.422. The AIFM Directive, the AIFM Law and the Royal Decree mainly determine the legal status of the public privak. The company is a closed end investment company primarily in- volved in investing in a highly diversiﬁed portfolio of equity secu- rities issued by companies listed on European stock exchanges, unquoted companies and unquoted investment companies, with the objective of realising capital gains that are distributed to the shareholders in the form of dividends. The company is managed by Capricorn Partners (the “manage- ment company”). Quest for Growth is listed on Euronext Brussels under code BE0003730448. 2. Basis for reporting The ﬁnancial statements were authorised for publication by the Company’s board of directors on 19 February 2025. The ﬁnancial statements for the period ended on 31 December 2023 were prepared in accordance with IFRS Accounting Stand- ards as published by the International Accounting Standards Board (IASB) (“IFRS”) and accepted by the European Union. The annual accounts have been drawn up on the basis of going concern. 3. Functional currency and presentation of currencies The ﬁnancial statements are presented in euros, which is the com- pany’s functional currency. Following exchange rates were used for translation into euros: 31 December 2024 31 December 2023 CAD 1.4948 1.4642 CHF 0.9412 0.9260 USD 1.0389 1.1050 4. Use of judgements and estimates In preparing these ﬁnancial statements, management has made judgement and estimates that aﬀect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. The actual results may diﬀer from these estimates. a. Judgements Qualiﬁcation as an investment entity: IFRS 10 lays down a com- pulsory exemption for companies that meet the deﬁnition of an investment entity from having to measure both its subsidiaries and its interests in associates and joint ventures at fair value with ac- counting of changes in value through proﬁt or loss. An investment entity is deﬁned as an entity that: (1) obtains funds from one or more investors for the purpose of pro- viding those investor(s) with investment management services; (2) commits to its investor(s) that its business purpose is to invest funds solely for returns from capital appreciation, investment income, or both, and (3 measures and evaluates the performance of substantially all of its investments on a fair value basis. In assessing whether it fulﬁls this deﬁnition, an entity must also look into whether it possesses the following typical features for an investment entity: (1) it has more than one investment; (2 it has more than one investor; (3) it has investors that are not related parties of the entity; and (4) it has ownership interests in the form of shares or similar interests. In accordance with the transitional provisions of IFRS 1, this analy- sis was done on the transition date, when it was determined that Quest for Growth possesses both the essential and the typical features and therefore meets the deﬁnition of an investment entity. Quest for Growth is a public investment company with close-ended capital for investment in unquoted companies and growth compa- nies (called a “PRIVAK” (Dutch) or “PRICAF” (French)), regulated by the AIFM Directive, the AIFM Act and the public PRIVAKs/PRICAFs legislation (Royal Decree of 10 July 2016). The Company’s diver- siﬁed portfolio comprises for the most part investments in quot- ed equities, venture and growth capital and venture and growth funds. Quest for Growth is listed on Euronext Brussels and has a diversiﬁed range of shareholders. Quest for Growth’s objects are collective investment in permitted ﬁnancial instruments issued by unquoted companies and growth companies in order to thereby 96 | ANNUAL REPORT 2024 realise capital gains that are paid in the form of dividends to its shareholders. Quest for Growth measures all holdings at fair value with changes in value accounted through the income statement. b. Assumptions and estimates The management makes estimates and assumptions concerning the future. The resulting accounting estimates will, by deﬁnition, seldom equal the related actual results. The assumptions and esti- mates that have a signiﬁcant risk of causing a material adjustment are outlined below. Estimates and underlying assumptions are reviewed on an on-going basis. Revisions to estimates are recog- nized prospectively. Fair value of derivative ﬁnancial instruments The Company may, from time to time, hold ﬁnancial derivative instruments that are not quoted in active markets, such as over- the-counter derivatives. Fair values of such instruments are de- termined by using valuation techniques. Valuation techniques (for example, models) used to determine fair values, are validated and periodically reviewed. Fair value of private equity portfolio The private equity portfolio includes direct investments through equity, investment related investment loans and investments in other funds managed by the Management Company or in third party funds. These investments are stated at fair value on a case- by-case basis. Fair value is estimated in compliance with the International Private Equity and Venture Capital Association (IPEV) Guidelines. These guidelines include valuation methods and techniques generally recognised as standard within the industry. The Company primarily uses earnings multiples and scenario analysis to estimate the fair value of an investment. Although management uses its best judgement in estimation the fair value of investments, there are inherent limitations to every valuation methodology. Changes in assumptions could aﬀect the reported fair value of ﬁnancial instruments. Valuation models use observable data, to the extent practicable. The determination of what constitutes “observable” requires signiﬁcant judgement by the Company. The Company considers observable data to be market data that are readily available, reg- ularly distributed or updated, reliable and veriﬁable and provided by independent sources that are actively involved in the relevant market. We also refer to note 7 to the ﬁnancial statements for more infor- mation. 5. Important amendments to the principles for ﬁnancial reporting There are no signiﬁcant changes impacting the ﬁnancial reporting. 6. Financial risk management This note presents information about the Company’s exposure to each of the ﬁnancial risks. Quest for Growth is exposed to a number of ﬁnancial risks. The company’s major risk factors are deﬁned below. However these risks are not the only risks the company may run. Any other risk Quest for Growth may run, can also have a negative impact on the activities of the Company. • Market risk 1. Price risk 2. Interest rate risk 3. Currency risk • Liquidity risk • Credit risk Financial risk management framework The Company’s overall risk management programme seeks to maximise the returns derived for the level of risk to which the Com- pany is exposed and seeks to minimise potential adverse eﬀects on the Company’s ﬁnancial performance. The Company’s policy allows it to use derivative ﬁnancial instruments to both moderate and create certain risk exposures. All securities investments present a risk of loss of capital. The max- imum loss of capital on long equity and debt securities is limited to the fair value of those positions. The maximum loss of capital on forward currency contracts is limited to the notional contract values of those positions. The management of these risks is carried out by the Management Company under policies approved by the board of directors, as ex- plained in the annual report (see pages 8 and 9 in the Investment Strategy chapter). The Management Company reports daily in this regard to the exec- utive oﬃcers of the Company. The risk manager uses Excel spreadsheets to collate and process all information relevant for risk management. The Excel work- sheets generate various reports by which the risks within Quest for Growth can be monitored: ANNUAL REPORT 2024 | 97 • compliance with investment restriction • compliance with the legislation on closed-end private equity companies; • supervision of hedging of the exchange risk; • supervision of ﬂuctuations in the daily net asset value (NAV). All abnormalities are immediately notiﬁed to the executive oﬃcers. The risk manager reports to the executive oﬃcers. He/she reports to the audit committee at least once a year on his/her activities and can make process-improvement suggestions at any time. Risk management within the Company focuses especially on the risks associated with the investments in the portfolio and their impact on the company’s general risk proﬁle and liquidity. Focus is also laid on identifying and managing operational risks such as legal, outsourcing and compliance. a. Market risk 1. Price risk The value of the quoted companies in the portfolio directly de- pends on the stock prices and the evolution thereof. In addition, the valuation of the unquoted companies of the port- folio and the valuation of the venture capital funds depend upon a number of market related elements such as the value of compa- nies in the peer group, used for valuation purposes. This means that the fair value of quest for Growth’s unquoted port- folio is highly dependent on the evolution of the stock markets. Each investment in the quoted portfolio accounts for less than 5% of the net asset value unless the increase in value is due to the incre- mental increase in the share price since the initial purchase. In the event of an increase to 7.5% of the net asset value, the management company will intervene within 30 days of the excess to reduce the percentage value to the 7.5% limit. Each direct investment in unquot- ed companies is also smaller than 5% of the net asset value. Investments in venture capital funds may be higher than 5% of the net asset value but are themselves diversiﬁed. 2. Interest rate risk Quest for Growth invested 2.2% of its NAV in time deposits at the end of 2024. These have a maturity of one month, making interest rate risk negligible. 3. Currency risk Quest for Growth invests in companies whose securities are not denominated in euro. It is the responsibility of the board of di- rectors to determine to what extent this currency risk should be hedged. As of September 2016 currency risk is no longer hedged. The board however, can at any time decide on a case-by-case ba- sis to hedge a position in the in the portfolio On 31 December 2024 Quest for Growth held a currency risk of € 5,895,513. The exposure per currency is illustrated in the tabel below: 31 December 2024 In foreign currency In euro Quoted equities CHF 4,088,000 4,343,391 Venture & growth capital USD 1,612,499 1,552,122 31 December 2023 In foreign currency In euro Quoted equities CAD 9,723 6,640 CHF 7,401,450 7,992,927 Venture & growth capital USD 2,626,554 2,376,972 3.1. Sensitivity analysis The table below sets out the eﬀect on the result of the period of a reasonably possible decrease of the euro against the CAD, CHF and USD by 10% at 31 December 2024 and 31 December 2023. The analysis assumes that all other variables, in particular interest rates, remain constant. Given that there were no debts or liabilities in foreign currencies at the end of the ﬁnancial year, the eﬀect on equity is the same as the eﬀect on proﬁt or loss. in euro 31 December 2024 31 December 2023 CAD 0 738 CHF 482,599 888,103 USD 172,458 264,108 b. Liquidity risk ‘Liquidity risk’ is the risk that the company will encounter diﬃculties in meeting the obligations associated with its ﬁnancial liabilities and commitments that are settled by delivering cash or another ﬁnancial asset. 98 | ANNUAL REPORT 2024 Quest for Growth is an investment company with ﬁxed capital and – as opposed to investment funds with variable capital – does not have to buy back shares. No liquidity problems can arise in the short term. Quest for Growth does nonetheless invest in quoted growth shares with a certain liquidity risk and has outstanding commit- ments towards a number of venture and growth funds and venture and growth capital. These investment commitments need to be fully paid up in accord- ance with the investments the companies makes over the invest- ment period and further on. Quest for Growth has no control or decision power in this respect. The table below gives an overview of the outstanding commit- ments at 31 December 2024 and 31 December 2023. Cur- rency Commit- ment in € 31/12/2024 Commit- ment in € 31/12/2023 Capricorn Health-tech Fund € 0 1,050,000 Capricorn ICT ARKIV € 1,127,000 1,127,000 Capricorn Sustainable Chemistry Fund € 1,800,000 3,400,000 Capricorn Digital Growth Fund € 9,800,000 12,000,000 Capricorn Fusion China Fund € 5,059,622 5,519,587 Carlyle Europe Technology Partners II € 0 653,148 Capricorn Healthtech Fund II € 11,875,000 0 Total 29,661,622 23,749,735 ANNUAL REPORT 2024 | 99 Contractual cash ﬂows In euro 31 December 2024 Book value Total Less than 15 days 15 days to 1 year More than 1 year Balances due to brokers 0 0 0 0 0 Dividends payable 0 0 0 0 0 Commitments 29,661,622 29,661,622 0 29,661,622 0 Total 29,661,622 29,661,622 0 29,661,622 0 Contractual cash ﬂows In euro 31 December 2023 Book value Total Less than 15 days 15 days to 1 year More than 1 year Balances due to brokers 0 0 0 0 0 Dividends payable 0 0 0 0 0 Commitments 23,749,735 23,749,735 0 23,749,735 0 Total 23,749,735 23,749,735 0 23,749,735 0 The following are the contractual maturities of ﬁnancial liabilities at the reporting date. These tables show the undis- counted cash ﬂows of the Fund's ﬁnancial liabilities based on their earliest possible contractual maturity. The ratio of net assets with an expected liquidation period within seven days (liquid assets) to total net assets is set out below. 31 December 2024 31 December 2023 Total liquid assets 39,663,720 43,053,857 Liquid assets as % of total net assets 30% 31% Liquidity in the case of quoted shares is assessed on the basis of the average number of shares traded at the exchange during the previous 90 days. The table below shows the anticipated liquida- tion period for ﬁnancial assets as at 31 December 2023: Term: Immediately available Maximum 7 days Max. 1 month Max. 1 year More than 1 year 15,04% 14,47% 24,67% 9,70% 36,11% c. Credit risk Quest for Growth holds an important cash position. The credit risk on the cash position is managed by a fair distribution of the cash amongst diﬀerent ﬁnancial institutions with solid ratings or guaran- teed by the Belgian Government. However this diversiﬁcation of cash or similar instruments cannot protect the Company against negative evolutions within the counterparties that may have an important impact on the Company’s cash position. There were no signiﬁcant concentrations in debt securities to any individual issuer or group of issuers at 31 December 2024 or at 31 December 2023. As at 31 December 2024, there were three separate investments that exceeded 5% of net assets: EVS (5.26%), Jensen (5.17%) and Tubize (5.48%). Since 18/10/2024, following a decision of the board of directors, it is allowed to hold more than 5% of net assets in one separate investment up to 7.5%, as long as the exceeding of the 5% limit is a passive one and therefore not the result of a purchase of the instrument. Participations in venture capital funds - which can be more than 5% of net assets - can be found on page 124. The management company reviews the credit concentration of debt securities based on counterparties. The table below shows the most signiﬁcant positions of cash and short term debt securities in fuction of the equity of the company on 31 December 2024. Short-term debt securities are term depos- its with a term of one month. Counterparty Cash Short term debt securities BELFIUS BANK 0.27% 0.00% KBC BANK 0.01% 2.23% 100 | ANNUAL REPORT 2024 7. Fair value of instruments a. Valuation models Fair value is the price that would be received to sell an asset or that would be paid to transfer a liability in an orderly transaction between market participants at a measurement date. Financial assets and liabilities measured at fair value The fair value of ﬁnancial assets and liabilities traded in active markets (such as listed securities and publicly traded derivatives) are based on quoted market prices at the close of trading at the measurement date. An active market is a market in which transac- tions for the asset or liability take place with sufﬁcient frequency and volume to provide pricing information on an on-going basis. The Company uses the close price for both ﬁnancial assets and ﬁnancial liabilities. If a signiﬁcant movement in fair value occurs subsequent to the close of trading at the end of the reporting date, valuation techniques will be applied to determine the fair value. The fair value of ﬁnancial assets and liabilities that are not traded in active markets are determined by using valuation techniques. The Company may use internally developed models, which are based on valuation methods and techniques generally recognised as stand- ard within the industry (IPEV). Valuation models are used primarily to value unlisted equity, debt securities and other debt instruments for which markets were or have been inactive during the ﬁnancial year. Some of the inputs to these models may not be market observable and are therefore estimated based on assumptions. Valuation techniques used include the use of comparable recent market-based transactions. They determine how much an informed independent third party would be willing to pay to purchase the investment being valued. They refer to other instruments that are substantially the same, premium pricing models and other valua- tion techniques commonly used by market participants who use market inputs as much as possible and rely as little as possible on inputs speciﬁc to the entity. The output of a model is always an estimate or approximation of a value that cannot be determined with certainty, and valuation tech- niques employed may not fully reﬂect all factors relevant to the positions the Company holds. Valuations are therefore adjusted, where appropriate, to allow for additional factors including model risk, liquidity risk and counterparty risk. Other ﬁnancial assets and liabilities The carrying value less impairment provision of other ﬁnancial assets and liabilities are assumed to approximate their fair values. b. Fair value hierarchy The company recognises transfers between levels of the fair value hierarchy as at the beginning of the reporting period. The fair value hierarchy has the following levels: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the meas- urement date; Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3 inputs that are unobservable. This category includes all instruments for which the valuation techniques includes inputs not based on observable data and whose unobservable inputs have signiﬁcant eﬀect on the instruments’ valuation. If the inputs used to determine the fair value of an asset or liability fall within diﬀerent levels of the fair value hierarchy, the determined fair value in its entirety is classiﬁed in the same level of the fair value hierarchy as the lowest level input that is signiﬁcant to the entire fair value measurement. For this purpose, the signiﬁcance of an input is assessed with respect to the fair value measurement as a whole. If a fair value measurement uses observable inputs that require signiﬁcant adjustment based on unobservable inputs, that measurement belongs to level 3. Assessing the extent to which a particular input is material to the fair value measurement in its entirety requires judgement, considering factors speciﬁc to the asset or liability. The determination of what constitutes ‘observable’ requires signiﬁ- cant judgement by the company. The company considers observ- able data to be that market data that is readily available regularly distributed or updated, reliable and veriﬁable, not proprietary, and provided by independent sources that are actively involved in the relevant market. ANNUAL REPORT 2024 | 101 Investments whose values are based on quoted market prices in active markets, and are therefore classiﬁed within Level 1, include active listed equities and exchange traded derivatives. The compa- ny does not adjust the quoted price for these instruments. Financial instruments that trade in markets that are not considered to be active but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classiﬁed within Level 2. These include listed equities on non active markets and over-the-counter derivatives. As Level 2 investments include positions that are not traded in active mar- kets and/or are subject to transfer restrictions, valuations may be adjusted to reﬂect illiquidity and/or non-transferability, which are generally based on available market information. Investments classiﬁed within Level 3 have signiﬁcant unobserva- ble inputs, as they trade infrequently. Level 3 instruments include private equity and corporate debt securities. As observable prices are not available for these securities, the company has used valua- tion techniques to derive the fair value. c. Valuation framework The company has established a control framework for the meas- urement of fair values. The management company that is responsi- ble for developing the company’s valuation processes and proce- dures oversees the valuation process. The management company reports to board of directors of the company. The valuations and calculations are carried out by the manage- ment company at a frequency, which is appropriate to the speciﬁc character of the company. In practise, the management company reassesses the valuations of the non-quoted investments of the company at least once every quarter. The valuation could be reas- sessed in between valuation dates in case material events occur in the underlying investment. The valuation is the responsibility of the valuation expert and the executive committee of the management company. The valuation role is functionally independent from the portfolio management activities and the valuation expert, though present in the team meetings is not a member of the investment committees. Other measures ensure that conﬂicts of interest are mitigated and that undue inﬂuence upon the employees is prevented. The valuation shall be performed with all due skill, care and diligence. The val- uation expert has an experience in auditing or determining the valuation of ﬁnancial instruments. For the valuation of the unquoted investments, the valuation ex- pert receives input of the dedicated investment managers on the fundamentals and the prospects of the non-quoted investments. He/she attends the meetings of the investment teams. Valuation proposals can be discussed in the respective investment team meetings of the funds. The main responsibility of the valuation ex- pert is to make sure that all valuations are done in accordance with the valuation rules of the company and that the assumptions at the basis of the valuation are suﬃciently documented. He/she will also make sure that all factors that could be relevant in determining the value of the unquoted investments are taken into account in the assessment. The valuation proposals are discussed at a quarterly valuation meeting that takes place close to the end of each quarter. Are pres- ent in this quarterly valuation meeting: the valuation expert, the members of the executive committee of Capricorn Partners and all Capricorn investment managers overseeing active non-quoted investments of the company. In the valuation meeting the pro- posed valuations of an investment manager are discussed with all members present and the valuations may be amended to obtain a ﬁnal valuation proposal. The ﬁnal valuation proposals are submitted for approval to the ex- ecutive committee of Capricorn Partners. The ultimate responsibil- ity for the approval of the valuations resides legally and contractu- ally with the board of Quest for Growth. Changes in valuation rules will be submitted to and need approval of the board of directors. 102 | ANNUAL REPORT 2024 ANNUAL REPORT 2024 | 103 31 December 2024 Level 1 Level 2 Level 3 Total Financial assets at fair value through proﬁt or loss Quoted equities 82,422,886 0 0 82,422,886 Debt securities 0 0 105,155 105,155 Venture & growth capital 0 0 12,020,276 12,020,276 Venture & growth funds 0 0 35,797,815 35,797,815 Total 82,422,886 0 47,923,246 130,346,132 31 December 2023 Level 1 Level 2 Level 3 Total Financial assets at fair value through proﬁt or loss Quoted equities 84,295,827 0 6,640 84,302,467 Debt securities 0 0 312,613 312,613 Venture & growth capital 0 0 12,976,146 12,976,146 Venture & growth funds 0 0 35,526,047 35,526,047 Total 84,295,827 0 48,821,446 133,117,272 In 2024 no ﬁnancial instruments were transferred from level 2 to level 1. The following table shows a reconciliation from the opening balances to the closing balances for the fair value measure- ment in level 3 of the fair value hierarchy. d. Fair value hierarchy – Financial instruments measured at fair value The following table analyses ﬁnancial instruments measured at fair value at the reporting date by the level in fair value hierarchy into which the fair value measurement is categorised. The amounts are based on the values recognised in the statement of ﬁnancial position. Private equity investments Venture capital funds Total Balance at 1 January 2024 13,295,399 35,526,047 48,821,446 Purchases 2,473,194 4,884,966 7,358,160 Sales -345,981 -3,654,688 -4,000,669 Transfers into level 3 0 Transfers out of level 3 -6,640 -6,640 Total proﬁt (or loss) recognised in the income statement -3,290,540 -958,509 -4,249,050 Balance at 31 December 2024 12,125,431 35,797,815 47,923,246 Balance at 1 January 2023 14,170,462 39,480,547 53,651,008 Purchases 991,532 2,421,665 3,413,197 Sales -3,616,759 -701,699 -4,318,458 Transfers into level 3 6,640 6,640 Transfers out of level 3 Total proﬁt (or loss) recognised in the income statement 1,743,524 -5,674,466 -3,930,942 Balance at 31 December 2023 13,295,399 35,526,047 48,821,446 Measurement techniques used to determine fair value must en- compass as many relevant observable inputs and as few non-ob- servable inputs as possible. Level 3 inputs are non-observable as regards the assets. They are used to determine fair value to the ex- tent that no relevant observable inputs are available. They reﬂect the assumptions on which market players should proceed when measuring the assets, including assumptions as to risks. Risk assumptions include the risk inherent in a certain measure- ment technique that is used to determine fair value (such as a valuation model) and the risk inherent in the inputs for the meas- urement technique. The table below shows the degree to which certain measurement techniques are used to value level 3 ﬁnancial instruments on 31 December 2024: 104 | ANNUAL REPORT 2024 31/12/2024 Multiples Scenario analysis Cash Other Valuations venture & growth capital as % of the NAV Confo 0.37% DMC 1.15% EclecticIQ 0.74% Fruitcore Robotics 0.92% Gradyent 0.26% NGData 0.14% Qpinch 2.65% Rein4ced 0.08% Sensolus 2.70% Totaal 3.76% 5.26% Distribution of valuation methods Venture & growth capital and debt securities 41.72% 58.28% 0.00% 0.00% Venture & growth funds (underlying instruments) 15.44% 81.00% 7.44% -3.88% e. Sensitivity analysis of ﬁnancial instruments at fair value through proﬁt or loss The valuation of investments in venture and growth capital and in venture and growth funds depends on a number of market related factors. The following market-related factors may be applied to the measurement methods. Multiples: the multiples used are preferably equity/earnings (com- pany value/turnover) for companies with a sustainable turnover ﬂow and equity/EBITDA (company value/proﬁt for ﬁnancial bur- dens, taxes and depreciation/amortisation) for companies with a sustainable EBITDA ﬂow. The valuation is done on the basis of the most recent available information over 12 months, for instance the ﬁgures for the last four quarters or the ﬁgures for the last ﬁnancial year. The multiple is determined based on the median for comparable companies (“peer group”). The peer group is composed on the ba- sis of criteria such as: similar activities or industry, size, geographi- cal spread. The peer group preferably encompasses a minimum of three and a maximum of ten companies. The market-based multiple of the group of comparable quoted companies (peer group) is corrected with diﬀerences between the peer group and the company to be valued. A ﬁrst correction (illiquidity discount) is applied because of the diﬀerence in liquidity of the valued shares compared to that of quoted shares. Other grounds for correcting multiples (discount or premium) might be: size, growth, diversity, nature of activities, diﬀerences between markets, competitive positioning, services performed by the com- pany, recent transactions selling or ﬁnancing comparable transac- tions, exceptional or non-recurring expected decline in results, etc. Scenario analysis: In applying the probability-weighted model, account is taken of industry-speciﬁc information and available studies. In valuing investments in venture and growth capital in the venture and growth funds managed by Capricorn, as at 31 December 2024 26 participations were valued on the basis of scenario analysis and 6 participations were valued using the multiple method. Addition- ally, in valuing the direct investments made by Quest for Growth in unquoted companies, 6 participations were valued on the basis of scenario analysis and 3 participations were valued using the multiple method. If the valuations based on scenario analysis for the venture and growth funds increase or decrease 10%, this would mean an in- crease or decrease of € 2,716,152 for Quest for Growth. For Quest for Growth's direct venture and growth capital investments valued on the basis of scenario analysis, this would mean an increase (or decrease) of € 706,710. If the peer group multiple were to increase (or decrease) by 1 for the individual participations in the venture and growth funds valued on the basis of multiples, this would result in an overall increase (or decrease) of € 424,777/€ 425,247. For Quest for Growth's direct investments in venture and growth capital valued on the basis of multiples, increasing (or decreasing) the multiple by 1 for the indi- vidual participations would mean an overall increase/decrease of € 501,859/€ 495,532. The quoted equities portfolio is to a signiﬁcant extent sensitive to ﬂuctuations on the stock markets. The portfolio’s beta, which measure the portfolio’s sensitivity relative to the market, is 0.68 over 2 years. The betas have been calculated with Bloomberg for the quoted share portfolio excluding cash against the STOXX Eu- rope 600 index as at 31 December 2024. Taking account of these betas, calculated on the basis of historical data for the portfolio, a rise or fall of 6.8% can be expected upon a rise or fall of 10% in the STOXX Europe 600 index. Changes in the portfolio’s composition and changes in the volatility of shares in the portfolio or of the market can give rise to ﬂuctuations beyond the above range. ANNUAL REPORT 2024 | 105 106 | ANNUAL REPORT 2024 31 December 2024 Book value Level 1 Level 2 Level 3 Total Financial assets Short-term debt securities 0 0 0 0 0 Trade and other receivables 239,562 0 239,562 0 239,562 Dividend receivables 416,639 0 416,639 0 416,639 Financial liabilities Trade payables 0 0 0 0 0 31 December 2023 Book value Level 1 Level 2 Level 3 Total Financial assets Short-term debt securities 0 0 0 0 0 Trade and other receivables 474,757 0 474,757 0 474,757 Dividend receivables 385,020 0 385,020 0 385,020 Financial liabilities Trade payables 0 0 0 0 0 f. Financial instruments not measured at fair value The ﬁnancial instruments not measured at fair value through proﬁt or loss are short term ﬁnancial assets and liabilities whose book value approaches fair value. They are not measured at fair value because the book value is a good approach of the fair value, because of their short term nature and for the ﬁnancial assets for the high credit quality of counterparties. Consequently, no depreciation due to expected credit losses was recognised for these receivables. g. Cash and cash equivalents Cash and cash equivalents are assets placed with ﬁnancial institutions and can be accessed immediately. For more info, see previous chapter 6 "Financial risk management", paragraph b "Liquidity risk". ANNUAL REPORT 2024 | 107 108 | ANNUAL REPORT 2024 8. Operating segments The Company has three reportable segments: Investments in quoted equities, investments in venture and growth capital and investments in venture and growth funds. Segment information is prepared on the same basis as that is used for the preparation of the Fund’s ﬁnancial statements. a. Investments in quoted equities Quest for Growth’s quoted portfolio is 100% actively managed and does not follow any reference index or benchmark. Stock selection is based on fundamental analysis. Important investment criteria are: ﬁnancial strength, growth prospects, market position, man- agement strength and valuation. The preference lies in long-term investments in growth companies with an attractive valuation. Most of the shares within the portfolio are in companies with a small or mid sized market capitalisation (small & mid caps). Quest for Growth believes it is very important to maintain personal con- tact with the management of these companies. In addition to mid caps, Quest for Growth may also invest in large companies to a certain degree, thus improving the liquidity of part of the portfolio. Balanced diversiﬁcation among the various industries is a goal. The portfolio is diversiﬁed but selective, with investments in 20 to 30 diﬀerent companies. The holding in any individual company is in principle no more than 5% of the net asset value. b. Investments in venture and growth capital Quest for Growth is able, on a selective basis, to co-invest together with the venture capital funds of Capricorn Partners, which can result in Quest for Growth increasing its exposure to companies in which in- vestments have already been made. This will usually be done in a lat- er phase of the company’s development. These kinds of investments are initially decided on by the board of directors of Quest for Growth. To encourage investments in unquoted companies, since 2017 Quest for Growth has also been able to invest directly, without these investments constituting a co-investment. We refer to the Investment Strategy chapter on page 8 of this report. For direct investments in unquoted companies, Quest for Growth will invest a maximum of 5% of the assets in a single company. c. Investments in venture and growth funds Investments in unquoted equities will increasingly be made via venture and growth funds of Capricorn Partners, which is Quest for Growth’s Management Company. Decisions on whether to under- take investments in these funds are taken by the board of directors of Quest for Growth. The aim is to acquire signiﬁcant holdings in businesses via these funds, whereby the Management Company plays an active role on the board of directors and in supporting those businesses’ management. This strategy is designed to en- sure a higher inﬂux of investment ﬁles and more thorough supervi- sion of the investments in unlisted shares, with the ultimate aim of further improving Quest for Growth’s future results. As regards investments in third-party funds, a similar strategy has been pursued as for direct holdings in unquoted companies, but there will be no investments in new funds. Past obligations will be honoured. The table below gives an overview of the assets per segment: Note 31 December 2024 31 December 2023 Investments in quoted equities 14 82,422,886 84,302,467 Investments in venture and growth capital 14 12,125,431 13,288,759 Investments in venture and growth funds 14 35,797,815 35,526,047 TOTAL 130,346,132 133,117,272 ANNUAL REPORT 2024 | 109 In EUR For the period ended Note 31 December 2024 31 December 2023 Net realised gains /(losses) on ﬁnancial assets 7/10 -3,573,269 -2,884,842 Net unrealised gains/(losses) on ﬁnancial assets 7/10 3,971,310 6,436,104 Dividend income 2,164,517 1,824,290 Revenues from investments in quoted equities 2,562,559 5,375,552 Net realised gains/(losses) on ﬁnancial assets 7/10 -248,735 -3,561,928 Net unrealised gains/(losses) on ﬁnancial assets 7/10 -3,290,540 1,743,524 Dividend income 0 0 Revenues from investments in venture and growth capital -3,539,275 -1,818,405 Net realised gains /(losses) on ﬁnancial assets 7/10 -1,952,259 254,943 Net unrealised gains /(losses) on ﬁnancial assets 7/10 -958,509 -5,695,495 Dividend income 0 0 Revenues from investments in venture and growth funds -2,910,769 -5,440,552 Net interest income / (charges) 11 137,369 78,021 Net realised gains / (losses) from foreign exchange transactions -3,765 -2,536 Net unrealised gains / (losses) from foreign exchange transactions 0 5,603 Total income from investments -3,753,882 -1,802,318 Other operating income / (loss) -158,639 860,320 Total operating income / (loss) -3,912,520 -941,997 Fee management company -1,482,989 -1,482,989 Other operating costs -493,919 -754,118 Proﬁt / (loss) from operating activities -5,889,428 -3,179,105 Net ﬁnance expenses -1,762 -1,501 Proﬁt / (loss) before taxes -5,891,191 -3,180,605 Withholding tax on dividend income 12 -415,021 -316,085 Other incomes taxes 12 -32,149 -27,570 Proﬁt / (Loss) for the period -6,338,360 -3,524,260 9. Earnings per share 31 December 2024 31 December 2023 Ordinary shares Preference shares Ordinary shares Preference shares class A shares class B shares Average number of shares outstanding – basic and diluted 18,733,461 500 18,602,948 378 183 61 Proﬁt / (Loss) -6,338,191 -169 -3,524,189 -72 -35 -12 Proﬁt / (Loss) per share – basic and diluted -0.34 -0.34 -0.19 -0.19 -0.19 -0.19 * The number of preference shares on 31/12/2023 is 500, issued on 30/03/2023 which means the average number of shares for the whole of 2023 is 378 (089/365 + 500276/365). Using the same calculation, the average number of Class A and Class B shares for 2023 are 183 and 61, respectively, which also gives a (theoretical) loss of €0.19 per share. The holders of the diﬀerent share classes have diﬀerent rights to dividend payments and on liquidation of the company (see point 18 below) 110 | ANNUAL REPORT 2024 10. Net gain from ﬁnancial instruments at fair value through proﬁt or loss 31 December 2024 31 December 2023 Net gain (loss) from ﬁnancial instruments designated as at fair value through proﬁt or loss Shares (including venture & growth funds) -6,061,787 -3,232,067 Debt securities 9,784 -475,628 Derivative ﬁnancial instruments 0 0 31 December 2024 31 December 2023 Net gain (loss) from ﬁnancial instruments designated as at fair value through proﬁt or loss Realised -5,774,263 -6,191,828 Unrealised -277,739 2,484,133 The realised gain from ﬁnancial instruments at fair value through proﬁt or loss represents the diﬀerence between the carrying amount of a ﬁnancial instrument at the beginning of the reporting period, or the transaction price if it was purchased in the current period, and its sale or settlement price. The unrealised gain represents the diﬀerence between the carry- ing amount of a ﬁnancial instrument at the beginning of the period, or the transaction price if it was purchased in the current reporting period, and its carrying amount at the end of the period. 11. Interest income 31 December 2024 31 December 2023 Interest income / (charges) on ﬁnancial instruments not measured at fair value Short term debt securities 0 0 Cash and cash equivalents 137,369 78,021 12. Income taxes a. Other income taxes Quest for Growth is structured as a private equity company and therefor enjoys considerable tax beneﬁts. These beneﬁts only ap- ply if the investment rules are adhered to and: • All the portfolio companies are subject to a normal taxation scheme; • At least 80% of realised proﬁts from the ﬁnancial year are dis- tributed as dividends (Quest for Growth’s articles of association specify that it will distribute at least 90% of the realised proﬁts) to the extent that the provisions of the CAC and of Article 35 of the Royal Decree of 10 July 2016 are met; • Provided there are sums available for distribution. Provided the private equity company adheres to these investment rules, the tax base is limited to disallowed expenses and ‘abnormal or gratuitous beneﬁts’. Amendments of the corporate tax laws may have an important im- pact on the Company’s results. b. Witholding taxes Dividend income from foreign companies received by the Compa- ny is subject to withholding tax imposed in country of origin. Based on double-taxation treaties between Belgium and the country of origin, sometimes part of the retained withholding taxes can be claimed back. Dividend income from Belgian companies is subject to a withholding tax of 30%. The withholding tax paid cannot be claimed back. Dur- ing the reporting period till 31 December 2024 € 205,359 (2023: € 195,593) was withheld on dividends from Belgian companies. For the period to 31 December 2024, a sum of € 209,662 of non-deductible withholding tax was retained at source on div- idends from foreign corporations. In the period to 31 December 2023, retentions of this kind amounted to € 234,444. ANNUAL REPORT 2024 | 111 13. Classiﬁcation of ﬁnancial assets and ﬁnancial liabilities The table below sets out the classiﬁcations of the carrying amounts of the company’s ﬁnancial assets and ﬁnancial liabilities into categories of ﬁnancial instruments. 31 December 2024 Designed at fair value Financial assets and liabilities at amortised cost Total Cash and cash equivalents 3,382,3413,382,341 112 | ANNUAL REPORT 2024 31 December 2024 Designed at fair value Financial assets and liabilities at amortised cost Total Cash and cash equivalents 3,382,341 3,382,341 Short term debt securities 0 0 Trade receivables 239,562 239,562 Dividend receivables 416,639 416,639 Financial assets at FVTPL – equity securities 130,240,976 130,240,976 Financial assets at FVTPL – debt securities 105,155 105,155 Other current assets 7,161 7,161 Trade payables and accruals 14,496 14,496 Total 130,346,132 4,060,200 134,406,331 31 December 2023 Designed at fair value Financial assets and liabilities at amortised cost Total Cash and cash equivalents 6,800,567 6,800,567 Short term debt securities 0 0 Trade receivables 474,757 474,757 Dividend receivables 385,020 385,020 Financial assets at FVTPL – equity securities 132,804,660 132,804,660 Financial assets at FVTPL – debt securities 312,613 312,613 Other current assets 7,191 7,191 Trade payables and accruals -40,115 -40,115 Total 133,117,272 7,627,420 140,744,692 14. Financial assets and ﬁnancial liabilities at fair value through proﬁt or loss 31 December 2024 31 December 2023 Financial assets at fair value through proﬁt or loss Quoted equities 82,422,886 84,302,467 Venture and growth capital 12,020,276 12,976,146 Venture and growth funds 35,797,815 35,526,047 Debt securities 105,155 312,613 Total ﬁnancial assets through proﬁt or loss 130,346,132 133,117,272 Classiﬁcation The company classiﬁes its investments in debt and equity securi- ties, venture funds and derivatives as ﬁnancial assets and liabilities at fair value through proﬁt and loss, given that they are managed, and their performance is evaluated on the basis of fair value pursu- ant to a documented risk management or investment strategy, and information concerning the group is circulated internally on this ba- sis to managers of the entity who hold key positions. Investments in equity instruments (including shares) are measured at fair value through proﬁt or loss, since they are held for trading. Derivative ﬁnancial instruments are measured at fair value through proﬁt or loss pursuant to IFRS 9. Financial assets or ﬁnancial liabilities held for trading are those acquired or incurred principally for the purpose of selling or repur- chasing in the near future or on initial recognition, they are part of a portfolio of identiﬁed ﬁnancial instruments that the fund manages together and has a recent actual pattern of short-term proﬁt taking. All derivatives and short positions are included in this category. No hedge accounting is done for hedging transactions. 15. Trade and other receivables 31 December 2024 31 December 2023 Claims pursuant to divestments (escrow-accounts) 238,977 473,399 Accrued interest term deposit 585 1,359 Total 239,562 474,757 16. Fees to the statutory auditor The fee paid to PWC Bedrijfsrevisoren for performing the audit of the ﬁnancial statements and for a limited review of the half-yearly ﬁgures amounted to € 42,238 (excluding VAT). Additional fees totalling € 1,000 (excluding VAT) were paid in 2024 in connection with non-audit services. 17. Equity Authorised, issued and fully paid 31 December 2024 31 December 2023 Ordinary shares 18,733,461 18,733,461 Preference shares 500 500 Subscribed capital (EUR) 148,298,945 148,298,945 Cost of capital increase (EUR) 1,226,045 1,226,045 Share capital after deduction cost of capital increase (IFRS) (EUR) 147,072,900 147,072,900 Capital increase / optional dividend: In 2023 & 2024 no capital increases, capital reductions or optional dividends were executed. The capital of Quest for Growth now amounts (after deducting the costs of the capital increase) to € 147,072,900 and is represented by 18,733,461 ordinary shares and 500 preference shares. Each of these shares confers one voting right at the general meet- ing of the company. ANNUAL REPORT 2024 | 113 18. Dividend Quest for Growth has the structure of a privak, a public alternative investment company with ﬁxed capital, and must comply with spe- ciﬁc rules. Although Article 35 of the Royal Decree of 10 July 2016 stipulates that the privak must distribute at least 80% of the net income of the ﬁnancial year, less the amounts corresponding to the net reduction of the investment institution's debts in the ﬁnancial year, Quest for Growth's Articles of Association contain a provision according to which the company is obliged to distribute at least ninety per cent (90%) of its income, after deduction of salaries, commissions and expenses. The General Meeting decides, on the proposal of the board of di- rectors, on the allocation of the balance. a. Distribution of results Following the decisions of the extraordinary general meeting held on 30 March 2023: • The holders of preference shares enjoy a preference dividend. This preference dividend is paid on the part of the dividend that exceeds the amount necessary to globally distribute to the shareholders a remuneration equal to a compensation of nominal 6% on an annual basis, cumulatively recoverable for previous years in which (and to the extent of) there have been no dividend distributions for a corresponding percentage, cal- culated on the equity as expressed on the balance sheet after deduction of the dividend paid in the course of the ﬁnancial year and this to be calculated as from 1 January 2023. • The excess preferred dividend right is reduced from 20% to 10% so that the fraction of the excess dividend in favour of all shareholders is increased from 80% to 90%. For the ﬁnancial year 2024, the amount required to pay out a nominal annual compensation of 6% to the shareholders amounts to € 17,100,819. However, due to a negative result, no dividend can be paid out. For the ﬁnancial year 2025 (based on the equity as at 31/12/2024), the amount required to pay out to the shareholders 6% cumulative and recoverable for the previous years will amount to € 25,165,198 (€ 8,656,137 + € 8,444,682 + € 8,064,380). b. Unavailable reserve Pursuant to Article 35 §2 2nd paragraph of the Royal Decree of 10 July 2016 relating to alternative undertakings for collective invest- ment in unlisted companies and growth companies, the positive balance of ﬂuctuations in the fair value of assets must be included in an unavailable reserve. At 31 December 2023, the balance of ﬂuctuations in the fair value of assets was € -6,667,174. No unavailable reserve is created under Article 35 & 2 2nd para- graph after the distribution of results for ﬁnancial year 2024 as the balance of ﬂuctuations in the fair value of assets on 31 December 2024 was € -7,099,092. 19. Related parties and key contracts Parties are considered to be related if one party has the ability to control the other party or exercise signiﬁcant inﬂuence over the other party in making ﬁnancial or operational decisions. Management fee The Company is managed by Capricorn Partners, an alternative investment fund manager incorporated in Belgium. Under the terms of the management agreement dated 1 April 2017, whereby the Company appointed Capricorn Partners as Manage- ment Company of Quest for Growth, the Management Company’s fee is set at 1% of the Company’s share capital. In 2023 and 2024, Capricorn Partners received € 1,482,989 per year. 20. Subsequent events The board of directors has no knowledge of events occurring after the balance sheet date that might have an eﬀect on the result for the year. 21. Signiﬁcant valuation rules The Company’s ﬁnancial statements are prepared in accordance with the International Financial Reporting Standards (IFRS) as is- sued by the International Accounting Standards Board (IASB) and approved by the European Union. The following valuation rules policies have been consistently ap- plied to all periods presented in these ﬁnancial statements. 114 | ANNUAL REPORT 2024 a. Foreign currencies Transactions in foreign currencies are recorded at the exchange rate valid on the date of the transaction. Monetary assets and li- abilities in foreign currencies are converted at the closing rate on the balance sheet date. Proﬁts and losses resulting from foreign currency transactions and the conversion of monetary assets and liabilities are recorded in the income statement. b. Non-derivative ﬁnancial instruments The fund categorises non-derivative ﬁnancial assets as follows: ﬁnancial assets valued at fair value with changes in value being in- corporated into proﬁt or loss, and ﬁnancial assets at amortised cost. Realised proﬁts or losses on investments are calculated as the diﬀerence between the sale price and the investment’s carrying value at the time of the sale. All purchases and sales of ﬁnancial assets according to standard market conventions are recognised on the transaction date. Purchases and sales of ﬁnancial assets according to standard market conventions are purchases and sales of an asset on the basis of a contract whose terms require delivery of the asset with- in the deadlines that are generally laid down or agreed on the relevant market. First recognition of loans, receivables and issued debt instruments occurs on the date on which they are executed. Financial assets measured at fair value with changes in value reﬂected in proﬁt or loss A ﬁnancial asset is classiﬁed as measured at fair value through proﬁt or loss, if it does not fall within the other categories (meas- ured at amortised cost). Directly attributable transaction costs are accounted through proﬁt or loss at the time they are incurred. Financial assets measured at fair value through proﬁt or loss are measured at fair value; any changes including any interest or divi- dend proceeds are incorporated into proﬁt or loss. The shareholdings are classiﬁed as ﬁnancial ﬁxed assets meas- ured at fair value through result. These holdings are equity in- struments belonging to the fund’s investment portfolio, including associated holdings. The International Private Equity and Venture Capital Valuation Guidelines (IPEV Guidelines) are applied as explained below. In December 2018, a new version of these guidelines was published. Determination of the fair value for investments in equity components Investments in quoted companies For investments that are actively traded on organised ﬁnancial markets, fair value is determined on the basis of the closing price at the time the relevant market closed on the balance sheet date. Discounts are not normally applied to stock market prices. How- ever, in cases where the liquidity of a share is restricted or if the market price is not representative, account is taken thereof in de- termining the value. The following discounts are applied where appropriate. They can be modiﬁed if circumstances clearly dictate they should be. • Contractual limitations or other legally enforceable restric- tions on sale such as a lock-up agreement: for investments in quoted companies subject to contractual arrangements prohibiting sale of those shares before the expiry of a given period (“lock-up agreement”), a discount of 1.5% is applied for each lock-up month still to run under the lock-up agreement, capped at 25%. No distinction is drawn between so called hard and soft lock-ups. • Limited liquidity owing to limited trading in the share: if the share is not regularly traded (e.g. not daily), a liquidity discount may be applied. If a share’s negotiability is limited (it is not tra- ded in daily) and where there are particular movements in the price prior to the reporting date, the option can also be taken to apply an average price over a recent period as a measure- ment yardstick. • If more than one of the above discounts applies, application is made of the highest applicable at that time. Investments in unquoted companies In accordance with IFRS 13, the fair value is determined as the amount for which an asset can be traded between well informed, independent parties prepared to enter into a transaction. In the absence of an active market for a ﬁnancial instrument, use is made of valuation models. Valuation methods are applied consistently from one period to another unless change would result in a better estimation of fair value. The multiples method is used for investments in an established company with a signiﬁcant, identiﬁable or regular stream of turno- ver or proﬁts that can be regarded as sustainable. When assessing the sustainability of the turnover or proﬁts, the company’s results for at least one audited ﬁnancial year must be available for exami- nation together with the forecasted results outlook of the company. ANNUAL REPORT 2024 | 115 In order to determine the fair value of an investment, a reasona- ble and comparable multiple (bearing in mind the company’s risk proﬁle and proﬁt-growth prospects) is applied to the sustainable turnover or proﬁts of the company to be valued. The following multiples are preferred: • EV/turnover (enterprise value/turnover) for companies with a sustainable turnover ﬂow • EV/EBITDA (enterprise value/earnings before interest, taxes, depreciation and amortisation) for companies with a sustaina- ble EBITDA ﬂow The valuation is done on the basis of the most recent available ﬁgures over 12 months, either of the last four quarters or of the last ﬁnancial year. The multiple is determined based on the median for comparable quoted companies (the ‘peer group’). The peer group is composed on the basis of criteria such as: comparable activities or sector, size, geographical spread. The peer group will preferably encompass a minimum of three and a maximum of around ten companies. The market source used for determining the multiples is Bloomberg. The market-based multiple of the peer group of quoted companies is then adjusted for points of diﬀerences between the peer group and the company to be valued (‘discount’ or ‘premium’). In this re- gard, account is taken of the diﬀerence in liquidity of the valued shares to be valued compared to that of quoted equities. Other grounds for correcting multiples might be: scope; growth; diversi- ty; nature of activities; diﬀerences between markets; competitive positioning; performance of the company; recent transactions in which comparable companies have been sold or ﬁnanced; excep- tional or one-oﬀ items and anticipated drops in results. The Scenario Analysis method is used when the company has no or no recurring, constant sales or proﬁts yet, which is often the case for seed, start-up and early-stage companies. The scenario analysis can also be used in exceptional circumstances for compa- nies that meet the criteria for applying the multiples method, but where applying such multiples method would result in a valuation that does not reﬂect the fair market value of the investment. It consists of a forward-looking method that takes into account a number of possible future scenarios, being the probability-weighted expected return method (PWERM - probability-weighted expected return method ). Valuations are determined by applying a correc- tion factor to the most recent transaction price based on key per- formance indicators (KPI). This correction factor is calculated by assigning probability percentages to a number of diﬀerent possible future scenarios: (a) a successful exit, (b) an upward revaluation, (c) an unchanged valuation (equal to the recent transaction price), ( d) a downward revaluation and (e) a total depreciation (lost investment). Speciﬁc considerations. Irrespective of the multiples or scenario analysis-based method used for the valuation, speciﬁc consideration should always be given to the following factors which may have an impact on the valuation of the portfolio company: • Any surplus assets or excess liabilities and other contingencies of the company. • Bridge ﬁnancing, such as granting loans to an investee com- pany pending on a new round of equity ﬁnancing) should be taken into account as follows: In case of an initial investment, where the AIF holds no other investment in the portfolio company, the bridge loan should be valued in isolation. If it is expected that the ﬁnancing will occur in due course and that the bridge loan is merely ensuring that funds are made available early, cost may be the best indicator of fair value, unless market or company speciﬁc conditions exist, which could indicate that fair value diﬀer from cost. If the bridge ﬁnancing is provided to an existing investee company in antici- pation of a follow-on investment, the bridge ﬁnance should be included, together with the original investment, as a part of the overall package of investment being valued to the extent a market participant would be expected to combine the overall investment. • Other debt investments such as (convertible) loans etc. are valued at the price at which the debt investment was made or the loan was issued. At subsequent valuation dates, any indications of changes in credit risk that may aﬀect fair value should be taken into account. • Other rights such as conversion rights and ratchets may aﬀect the fair value, and a separate assessment is done in order to establish the probability of them being exercised and the impact that this could have on the fair value of the investment. • Diﬀerences in the allocation of earnings or exit proceeds, such as liquidation preferences must be assessed and taken into account in order to determine their impact on the valuation of the investment: • Multiples method: the calculated equity of the company must be integrated into the waterfall to obtain the fair value of the investment 116 | ANNUAL REPORT 2024 • Scenario analysis: liquidation preferences must be taken into account in speciﬁcally deﬁned situations • Any instrument that may have a dilutive eﬀect on the fund’s invest- ment must be considered so as to split the net equity value appro- priately among the diﬀerent securities and ﬁnancial instruments. • Non-binding indicative oﬀers, or term sheets are not accepted as such on a stand-alone basis for valuation but need to be assessed with a probability score of realization. • If a transaction upon which the valuation is based (e.g. SPA or “signed purchase agreement”) has been executed but has not yet been closed, a closing discount can be applied to the valu- ation to factor in the risk that closing might not be achieved. • Positions in options and warrants must be valued separately from the underlying investments considering the exercise period and the strike price of the option or warrant versus the actual fair value of the underlying asset. • For receivables placed in an escrow account (in general a deferred payment of part of a sales price linked to representa- tions & warranties), a standard discount of 10% is applied. • Any internal matters such as fraud, commercial disputes, litiga- tion, changes in management or strategy may obviously aﬀect the fair value as well. • At the measurement date, all available information is conside- red to determine the fair value of the investment. Post balance sheet events that occur between the end of the reporting pe- riod and the date that the ﬁnancial statements are authorized for issue, will be analyzed and depending on the nature of the event, the fair value of the investment can be adjusted. ANNUAL REPORT 2024 | 117 Investments in funds not managed by Capricorn Partners -For funds that are not managed by Capricorn Partners, the fund’s fair value is in principle derived from the reported fund’s net asset value. However, it may be necessary to adjust that value based on the best available information at the measurement date. Factors that might give rise to an adjustment include: a timing dif- ference against the reporting date, major valuation diﬀerences in the underlying shareholdings and any other factor likely to aﬀect the value of the fund. Hence, a better estimation of the fair value of the fund may be obtained by determining the individual valuations of the underlying shareholdings. Receivables of sold investments linked to milestones -Receivables stemming from the sale of investments that are linked to uncertain future results (milestone payments based on sales or EBITDA ﬁgures or on other key performance indicators) are sepa- rately valued but attract a discount that is dependent on the prob- ability of these results-bound payments/claims being realised. To this end, probabilities of success that are generally accepted in the sector are used for a separate valuation. Financial assets measured at amortised cost Financial assets measured at amortised cost are classiﬁed in the business model that is based on the acquisition or holding of ﬁ- nancial instruments to collect the contractual cash ﬂows and pass the SPPI (solely payment of principal and interest) test. At initial recognition, these assets are measured at fair value plus any di- rectly attributable transaction costs. These ﬁnancial assets are subsequently measured at amortised cost, minus any impairments calculated on the basis of forecast credit losses pursuant to IFRS 9. On ﬁrst recognition, non-derivative ﬁnancial obligations are measured at fair value plus any directly attributable transaction costs. After ﬁrst recognition, these obligations are measured at amortised cost using the eﬀective-interest method. Financial assets and debts are written oﬀ when the contractual rights attaching to them are no longer controlled. This arises when ﬁnancial assets and debts are sold or the cash ﬂows attributable to the assets and debts are assigned to an independent third party. c. Derivative ﬁnancial instruments Derivative ﬁnancial instruments are measured at fair value on ﬁrst recognition; any directly attributable transaction costs are accounted through proﬁt or loss at the time they are in- curred. After ﬁrst recognition, derivative ﬁnancial instruments are measured at fair value. Changes in fair value are recognised in the income statement. No hedge accounting is done for hedg- ing transactions. d. Income tax As a matter of principle, Quest for Growth is subject to Belgian corporation tax at the standard rate of 25%. However, its tax base is determined on a notional basis in the sense that it comprises only the total abnormal and gratuitous beneﬁts it receives and disallowed expenses incurred other than impairment and capital losses on shares. Application of this favourable tax regime is dependent on Quest for Growth’s qualifying as a public PRIVAK/PRICAF. This means that, should the company forfeit that status (e.g. as the result of breaches of regulatory provisions imposed as a consequence of the status, such as permitted investments and the investment pol- icy that is pursued), said favourable corporation tax regime will no longer apply to it. Received income is in principle exempt from Belgian withholding tax except for Belgian-source dividends and compounded inter- est on loans and zero-coupon bonds. Belgian-source dividends remain subject to Belgian withholding tax at 30% unless Quest for Growth has held a holding representing at least 10% of the capital of the relevant Belgian company for one year or more. Any Belgian withholding tax retained at source on dividends received by Quest for Growth cannot be oﬀset against its corporation tax liability and any excess is not refundable. Moreover, it must be noted that certain foreign income received by Quest for Growth may be subject to local (foreign) withholding taxes. The company receives the relevant income after deduction or retention of the relevant local withholding tax and, in principle, cannot oﬀset it against its Belgian corporation tax charge or other- wise recover it in Belgium in any other manner. e. Other levies Quest for Growth is a collective investment undertaking and there- fore subject to the annual tax on those bodies. The rate of this tax is 0.0925% and is the tax charged on the total net assets on 31 December of the preceding year. 118 | ANNUAL REPORT 2024 f. Provisions Provisions are constituted where the company has engaged com- mitments (enforceable in law or de facto) as a result of previous events, where it is probable that fulﬁlment of those obligations will require an outﬂow of resources and where a reliable estimate can be made of the scope of those obligations. Provisions are determined by placing a net present value on anticipated future cash ﬂows on the basis of a discount rate before tax that is a reﬂection of the current market assessments of the time value of money and of the speciﬁc risks relative to the obligation. The grossing-up of provisions is accounted as a ﬁnance charge. If the company expects to be remunerated for a provision, the repay- ment is not booked as an asset until such time as repayment is virtually certain. g. Recognition of earnings Interest earnings are booked as earnings according to the eﬀec- tive-interest method as set out in IFRS 9. Earnings and expenditure are presented on a net basis for proﬁts and losses on ﬁnancial instruments and for exchange rate proﬁts and losses. Declared didividends are recorded as earnings: • for listed shares: at the time the share is listed ex-coupon • for unlisted shares: at the time that the shareholders in general meeting approve the dividend h. Share capital Costs directly attributable to an issuance of ordinary stock after deduction of any tax eﬀects are deducted from equity. Dividends proposed by the board of directors after year-end are not booked as a debt in the ﬁnancial statements until approved by the shareholders in annual general meeting. i. Proﬁt per share Quest for Growth calculates both the ordinary and the diluted proﬁt per share in accordance with IAS 33. The ordinary proﬁt per share is calculated on the basis of the weighted average number of out- standing ordinary shares during the period. The diluted proﬁt per share is calculated according to the average number of outstand- ing shares during the period, taking into account the dilutive eﬀect of subscription rights to shares in circulation. There are currently no subscription rights to shares in circulation. ANNUAL REPORT 2024 | 119 22. Newly applied standards There are no IFRS standards, amendments or inter- pretations that ﬁrst became eﬀective for the ﬁnan- cial year beginning 1 January 2024 that had a ma- terial impact on Quest for Growth's 2024 accounts. Regarding the amended IFRS standards appli- cable for the ﬁrst time since 1 January 2024, we report that they are not applicable to Quest for Growth, speciﬁcally: • AS 1: QfG only has current liabilities and has therefore not yet made a distinction between current and non-current liabilities. • IAS 7: QfG does not use speciﬁc ﬁnancing arrangements with its suppliers. • IFRS 16: QfG does not have lease and sale back operations. 120 | ANNUAL REPORT 2024 10. ADDITIONAL INFORMATION A. General information Quest for Growth Registered oﬃce Lei 19 box 3, 3000 Leuven, Belgium Company registration number 0463.541.422 Website www.questforgrowth.com Board of directors Ms Lieve Creten, chairman, independent director and member of the nomination and remuneration committee Mr Jos Clijsters, independent director, chairman of the nomination and remuneration committee Mr Paul Van Dun, independent director, chairman of the audit and risk committee and member of the nomination and remunera- tion committee Ms Véronique Léonard, independent director, member of the audit and risk committee Mr Philippe de Vicq de Cumptich, director Prof. Regine Slagmulder, director, member of the audit and risk committee Dr. Jos B. Peeters, director Ms Sabine Vermassen, director Executive oﬃcers Mr Philippe de Vicq de Cumptich Ms Sabine Vermassen Management company Capricorn Partners NV, Lei 19 box 1, 3000 Leuven Statutory auditor PwC Bedrijfsrevisoren LTD, represented by Mr Gregory Joos, Culliganlaan 5, 1831 Diegem Depository bank Belﬁus Bank Belgium, Karel Rogierplein 11, 1000 Brussels Supervisor Financial Services and Market Authority (FSMA), Congresstraat 12-14, 1000 Brussels Legislation Closed-end private equity fund, submitted to the Royal Decree of 10 July 2016 on alternative institutions for collective investment in unquoted and growth companies Incorporation 9 June 1998 Oﬃcial listing 23 September 1998 on Euronext Brussel Financial year From 1 January to 31 December Security number ISIN: BE0003730448 Stock price Bloomberg : QFG BB Equity Reuters : QUFG.BR Telekurs : 950524 Company reports Quarterly Estimated net asset value Published every ﬁrst Thursday of the month General meeting Last Thursday of the month of March at 11am Disclosures as referred to in §1 of Article 3:6 of the Companies Code 1° True and fair view of the development and the results as well as a description of the main risks and uncertainties of the company See point 6 of the Notes to the Financial Information regarding the description of the main risks and uncertainties of the company; the true and fair view of the developments and results is included throughout the annual report. 2° Information concerning important events after the end of the ﬁnancial year The board of directors has no knowledge of any other important events occurring after the balance sheet date that have inﬂuenced the company's equity, economic or ﬁnancial position and/or result. 3° Information on circumstances that may signiﬁcantly aﬀect the development of the company, to the extent that this information is not of such a nature that it would cause serious disadvantage to the company. There are no circumstances that could signiﬁcantly aﬀect the devel- opment of the company other than the risks referred to below under 'Financial Information' and under 'Notes'. 4° Information on research and development work Quest for Growth is an investment fund and does not itself develop any technology, service or product. It does, of course, explore ways to increase the assets it manages. In doing so, it contributes to long- term success and value creation among shareholders. 5° Information on the existence of branches of the company The company has no branches. 6° Loss carried or loss carried forward for two ﬁnancial years If a loss carried forward is shown in the company's balance sheet or income statement for two consecutive ﬁnancial years (which is the case here), the board of directors should account for the appli- cation of the valuation rules on a going concern basis. The board of directors has considered the future and believes that the ﬁnancial statements can be prepared under the application of the valuation rules on a going concern basis. We refer to the board of directors' report accompanying the ﬁnancial statements. 7° All information to be included therein pursuant to other provisions of the WVV, as listed in 7° of article 3:6 WVV and applicable to public limited companies The conﬂict of interest procedure provided for in Article 7:96 of the CC did not have to be followed during the past ﬁnancial year. 8° Use of ﬁnancial instruments in so far as they inﬂuence the assessment of the assets, liabilities, ﬁnancial position and result of the company Quest for Growth NV does not use ﬁnancial instruments that aﬀect the assessment of the assets, liabilities and ﬁnancial position of the result of the company. 9° Accounting for the independence and expertise of an audit committee member We refer to the description of the directors who are members of the audit committee included in the Corporate Governance Statement. Disclosures as referred to in §2 and §3 of Article 3:6 of the Com- panies Code 1° Corporate Governance Statement which forms a speciﬁc part of the annual report and contains at least the information speciﬁed in §2, 1° to 8° of Article 3:6 of the Companies Code We refer to the chapter on Corporate Governance, which integrates the statements imposed by Article 3:6 §2, 1° to 8° of the Code. 2° The Remuneration report which forms a speciﬁc part of the Statement on Corporate Governance and which provides a comprehensive and complete overview of remuneration and contains all information as required by §3 of Article 3:6 of the CRD We refer to the chapter on Corporate Governance and speciﬁcally to the Remuneration Report, in which the disclosures required by Article 3:6 §3 of the CRD were included in full. ANNUAL REPORT 2024 | 121 B. Statutory disclosures required by article 3:6 of the code of companies and associations 122 | ANNUAL REPORT 2024 C. Compulsory disclosures under the Royal Decree of 10 July 2016 on alternative funds for collective investment in unquoted companies and growth undertakings The statutory debt ratio of the privak may not exceed 10% of the statutory assets. Quest for Growth’s statutory debt ratio is 0.04%. The total debt burden of the privak’s statutory debt ratio multiplied by the total uncalled amounts upon acquisition by the privak of ﬁnancial instruments that are not fully paid up may not exceed 35% of the privak’s statutory assets. The total debt burden of Quest for Growth multiplied by the total uncalled amount upon acquisition by the privak’s ﬁnancial instru- ments that are not fully paid up amounts to 22.11%. A detailed list of the transactions in quoted companies that have been carried out over the past ﬁnancial year may be inspected free of charge at the company’s registered oﬃce. The Royal Decree of 10 July 2016 requires that more detailed in- formation on transactions closed during the reporting period be published for investments in unquoted companies. Sometimes however it is not possible to release detailed information about these transactions because releasing them could jeopardise the ﬁnanical position of portfolio companies. See the section concern- ing compulsory disclosures (above). Portfolio composition, distribution per sector, per country and per currency and sector performance are detailed on the pages 14, 15 and 26 of the annual report preceding these ﬁnancial statements. According to Article 35 §2 2nd paragraph of the Royal Decree of 10 July 2016 on alternative undertakings for collective investment in unlisted companies and growth companies, the positive balance of ﬂuctuations in the fair value of assets should be included in an unavailable reserve. As at 31 December 2023, the balance of ﬂuctuations in the fair value of assets was € -6,667,174. In the ﬁnancial year 2024, no unavailable reserve will be creat- ed within the framework of Article 35 & 2, paragraph 2, after the distribution of results, because the balance of the ﬂuctuations in the fair value of the assets on 31 December 2024 amounted to € -7,099,092. Compulsory disclosures required by the Royal Decree of 10 July 2016 on public privaks The Royal Decree of 10 July 2016 on public privaks sets down addi- tional obligations regarding the provision of information in the com- pany’s annual report. Article 11§1 of that Royal Decree has already been discussed above in the ‘Corporate Governance Statement’. Fees, commissions and costs (articles 10§2 and 10§3 of the Royal Decree) We refer to the Remuneration Report with regard to the obligations of article 10§2. During the ﬁnancial year, there were no transactions relating to the instruments and rights listed below and therefore the company did not pay any related commissions, duties or costs: • ﬁnancial instruments issued (a) by the Management Company or the custodian, or (b) by a company with which the privak, the Management Company, the custodian or directors, execu- tive oﬃcers or persons charged with the daily management of the privak, or the Management Company is related; • participatory rights in any other institution for collective invest- ment that is managed directly or indirectly by the Management Company or other persons falling within the immediately foregoing clause. Limitations exceeded (articles 23, 24 and 30 of the Royal Decree) On 31 December 2024 the company was in compliance with article 18§3 of the Royal Decree and the corresponding provisions of its articles of assocation. During the ﬁnancial year articles 23, 24 and 30 of the Royal Decree did not apply to the company. Investments (annex B to the Royal Decree of 10 July 2016) This report contains further information about the transactions that were carried out during the past ﬁnancial year by the privak, with mention, for each transaction, of the acquisition value, the valu- ation value and the category of investments in which they were allocated. The tables below provide an overview of the acquisition value, the valuation of the investments on 31/12/2024 and the category of in- vestments to which they belong and a list of the investment trans- actions for venture & growth capital and venture & growth funds. ANNUAL REPORT 2024 | 123 Quoted equities Acquisition value Valuation ABO ENERGY 1,022,976 1,455,047 ANDRITZ 2,666,993 2,155,120 B&C SPEAKERS 2,141,445 2,788,568 CEWE STIFTUNG 5,979,120 6,448,024 DATRON 724,233 394,192 EQUASENS 6,455,118 4,104,586 EVS BROADCAST EQUIPMENT 5,175,904 7,066,721 HARVIA 2,870,085 3,730,178 INIT INNOVATION 1,010,365 1,011,990 JENSEN GROUP 6,174,980 6,949,843 KERRY GROUP 4,999,564 4,732,438 KINGSPAN 3,439,414 3,522,500 MELEXIS 6,194,589 4,056,079 NEDAP 3,535,645 4,298,140 NEXUS 4,197,051 5,702,962 ROBERTET 1,761,236 1,696,000 ROCHE HOLDINGS 5,649,674 4,343,391 THERMADOR 3,836,796 2,988,112 TKH GROUP 3,285,977 2,351,392 TUBIZE 3,531,217 7,368,804 VIRBAC 2,827,402 2,532,000 WOLTERS KLUWER 1,765,504 2,726,800 Venture & growth capital Acquisition value Valuation CONFO THERAPEUTICS 500,000,00 500,000,00 DMC 1,513,685 1,552,122 ECLECTICIQ 2,775,000 992,529 FRUITCORE ROBOTICS 2,000,327 1,235,972 GRADYENT 299,960 351,840 NGDATA 1,835,800 194,536 QPINCH 2,390,476 3,565,450 SENSOLUS 793,329 3,627,827 LOAN NOTES REIN4CED LOAN 701,036 105,155 Venture & growth funds Acquisition value Valuation CAPRICORN DIGITAL GROWTH FUND 10,200,000 8,341,633 CAPRICORN FUSION CHINA FUND 4,112,881 2,558,981 CAPRICORN HEALTHTECH FUND 1,030,073 6,351,512 CAPRICORN HEALTHTECH FUND II 625,000 625,000 CAPRICORN ICT ARKIV 1,633,000 5,614,872 CAPRICORN SUSTAINABLE CHEMISTRY FUND 16,200,000 11,807,774 LIFE SCIENCES PARTNERS III 1,505 14,043 LIFE SCIENCES PARTNERS IV 16,940 484,000 For the investments in quoted equities, the detailed list of transactions carried out during the previous ﬁnancial year can be consulted free of charge at the company’s registered oﬃce. List of transactions in euros for venture & growth capital and venture & growth capital funds. A positive number means a net purchase amount for the ﬁnancial year, and a negative number means a net sale or cash-out of the position. Venture & growth capital Transactions CONFO THERAPEUTICS 500,000 DMC 0 EASDAQ -92 ECLECTICIQ 275,000 FRUITCORE ROBOTICS 0 GRADYENT 299,960 NGDATA 114,220 QPINCH 490,478 SENSOLUS 37,501 LOAN NOTES NGDATA LOAN -42,154 REIN4CED LOAN 701,036 Venture & growth funds Transactions CAPRICORN CLEANTECH FUND -28,850 CAPRICORN DIGITAL GROWTH FUND 2,200,000 CAPRICORN FUSION CHINA FUND 459,966 CAPRICORN HEALTHTECH FUND -1,575,000 CAPRICORN HEALTHTECH II FUND 625,000 CAPRICORN ICT ARKIV 0 CAPRICORN SUSTAINABLE CHEMISTRY FUND 1,600,000 CARLYLE EUROPE TECHNOLOGY PARTNERS II -5,622 LIFE SCIENCES PARTNERS III -92,957 LIFE SCIENCES PARTNERS IV 0 Investments and securities representing more than 5% of the as- sets and other obligations (annex B to the Royal Decree of 10 July) At the end of the 2024 ﬁnancial year, the company had three listed positions representing more than 5% of the assets, EVS (5.26%), Jensen (5.17%) and Tubize (5.48%). Since 18/10/2024, following a decision by the board of directors, it is permitted to hold more than 5% of the net assets in a single separate investment up to 7.5%, as long as the excess of the 5% limit is passive and therefore not the result of a purchase of the instrument. In addition, there were the following positions greater than 5% of the assets. These relate to the venture capital funds managed by the management company: 124 | ANNUAL REPORT 2024 Name % NAV Called capital Uncalled capital % uncalled capital Final clos- ing date End of investment period Remaining term (in years) Number of portfolio companies CAPRICORN DIGITAL GROWTH FUND 6,21% 10.200.000 9.800.000 49% 28/02/2022 28/06/2025 4,5 13 CAPRICORN SUSTAINABLE CHEMISTRY FUND 8,79% 18.200.000 1.800.000 9% 14/12/2018 14/12/2023 3 9 The company has no outstanding guarantees or securities. Notes to the overall policy guidelines in companies where the pri- vak/pricaf or its representatives are represented in the governing bodies (Annex B to the Royal Decree of 10 July 2016) Quest for Growth is represented directly in the governing bodies of the venture capital funds that are managed by the management company, and indirectly via the representative of the management company in the governing bodies of almost all unquoted compa- nies that constitute a co-investment with a venture capital fund of Capricorn Partners. Representatives who exercise a governing mandate are required to follow the lines of conduct set out in the Code of Conduct for Quest for Growth directors and, if applicable, in the Code of Conduct of the management company. All parties concerned are required to abide strictly by the conditions and provisions of the Management agreement. During the ﬁnancial year under review, the privak/pricaf and its representatives did not apply Articles 7:96 and 7:97 of the Code of Companies and Associations in companies where the privak or its representatives are represented in the governing bodies. Other compulsory disclosures Other compulsory disclosures are spread throughout this report, where necessary with a reference to the relevant provision of said Royal Decree of 10 July 2016. D. Tax regime Quest for Growth Tax regime of the public privak As a public privak, Quest for Growth NV is subject to the special corporate tax regime provided for in Article 185bis of the Income Tax Code 1992 (WIB92). This means that the taxable basis of the public privak is limited to (i) the abnormal and gratuitous beneﬁts received, (ii) the disallowed expenses (with the exception of depre- ciations and losses on shares and the ﬁnancing cost surplus not classiﬁed as a professional expense as referred to in Article 198 /1 WIB92). In addition, if necessary, the special contribution referred to in Article 219 WIB92 may be due. Taxability f Belgian private individuals Dividend distributions No withholding tax is due on the part of the dividend that comes from capital gains on shares realized by Quest for Growth NV. The remaining part of the dividend is subject to withholding tax (in prin- ciple at a rate of 30%) and is withheld at source. The (exemption from) withholding tax has a liberating eﬀect, which means that Bel- gian private individuals do not have to report this in their personal tax return. Capital gains on shares Private investors are generally not taxed on the capital gain they realize when selling their shares. There are two exceptions to this rule. Firstly, if the investment falls outside the investor's 'normal management of private assets', the capital gain is taxed as mis- cellaneous income at a rate of 33% plus municipal surcharges. Secondly, if the capital gain is considered as professional income, it is taxed at progressive rates plus municipal surcharges. It is im- portant to note that both the ﬁrst and second exceptions depend on the speciﬁc situation of each individual investor, although the second situation (professional income) is rather rare. Distributions resulting from a liquidation or purchase of own shares Since the public privak qualiﬁes as an investment company and it beneﬁts from a tax regime that deviates from common law (accord- ing to Article 185bis WIB92, cf. supra), the income has been realized as a result of the purchase of its own shares by the public privak and as a result of the entire or partial distribution of the equity of the public privak should not be regarded as movable income (Article 21, 2° WIB92) and are therefore not subject to withholding tax. An exception to this is the application of Article 19bis WIB92. Under this provision, a purchase of own shares or a liquidation of a public privak (or a transfer for valuable consideration of the shares of the public privak), for the beneﬁt of private investors, can lead to taxa- bility based on the interest component of the privak. Article 19bis WIB92 only applies under strict conditions and furthermore does not apply if the shares of the institution for collective investment qualify as so-called distribution shares within the meaning of Arti- cle 19bis, §1, paragraphs 2 and 3 WIB92. The Service for Advance Rulings in Tax Matters has conﬁrmed that Article 19bis WIB92 does not apply to Quest for Growth NV, which has committed itself in the advance ruling to: 1) To distribute annually an amount that is at least equal to the Bel- gian TIS (Taxable Income per Share), insofar as this is permitted by the applicable regulations; 2) To always adequately check that, as long as permitted by the re- gulations applicable to it, the amount of dividend paid on which withholding tax is withheld is greater than the amount of the Belgian TIS per share; 3) To explicitly include the aforementioned commitments in the (semi-annual and annual) reports of Quest for Growth NV. ANNUAL REPORT 2024 | 125 126 | ANNUAL REPORT 2024 Returns of capital Repayments of capital are in principle tax-free, to the extent that the capital reduction arises from 'tax-paid capital' of Quest for Growth NV. There are certain rules whereby a capital reduction is partly requaliﬁed as a tax dividend, to the extent that reserves are present in the ﬁnancial year preceding the ﬁnancial year of the capital reduction. In this case, all distributions will in principle arise from capital gains on shares realized by the public privak, so that a capital reduction can never lead to tax in Belgium (even if the dis- tribution were partly qualiﬁed as a dividend, cf. 'dividends' above). Taxability of Belgian investors subject to legal entity tax Dividend payments The same applies as for Belgian private individuals (in principle an exemption applies, cf. above). Capital gains on shares realized by Belgian legal entities subject to legal entity tax Legal entities subject to legal entity tax are only taxed on income that is expressly included in the law. In the absence of speciﬁc mention in tax legislation, they are not taxed on capital gains aris- ing from the sale of shares. Liquidation and purchase bonuses The income is not considered movable income (as mentioned ear- lier), and therefore no withholding tax is due. The exception that applies to private individuals according to Article 19bis WIB92 does not apply to legal entities. Returns of capital The same applies as for private individuals (in principle an exemp- tion applies, cf. supra). Taxability of Belgian investors subject to corporate tax Dividend payments Withholding tax: No withholding tax is due on the part of the div- idend that comes from capital gains on shares realized by the public privak. The remaining part of the dividend is subject to with- holding tax (rate of 30%) and is withheld at source. The withholding tax withheld is deductible (and refundable) against the corporate tax on the part of the investor company, so that the withholding tax does not constitute a ﬁnal cost. Corporate tax: The dividends received are eligible for deduction as Deﬁnitive Taxed Income (DBI), regardless of the participation threshold and the holding period of the participation in Quest for Growth NV. Moreover, the participation in the privak does not nec- essarily have to be booked as Financial Fixed Assets to qualify for DBI deduction. The dividends are only eligible for DDI deduction to the extent that they originate from dividends or capital gains on shares that are not excluded from DDI deduction on the basis of the “valuation condition” provided for in Article 203 WIB92. Dividend income that does not entitle you to a dividend deduction is subject to corporate tax at the general rate of 25% (or the re- duced rate of 20% if applicable). Capital gains on shares Capital gains realized following the disposal of shares of the public privak are exempt from corporate tax by the Belgian investor-com- pany to the same extent as the dividends received from the public privak (cf. above). Returns of capital The same applies as for private individuals (in principle an exemp- tion applies, cf. supra). ANNUAL REPORT 2024 | 127 128 | ANNUAL REPORT 2024 E. Financial calendar Shareholders’ meetings Annual General Meeting Thursday 27 March 2025 at 11h00 Annual General Meeting Thursday 26 March 2026 at 11h00 Public announcements Results FY 2024 Thursday 30 January 2025 at 17h40 Results Q1 2025 Thursday 24 April 2025 at 17h40 Results H1 2025 Thursday 31 July 2025 at 17h40 Results Q3 2025 Thursday 30 October 2025 at 17h40 Results FY 2025 Thursday 29 January 2026 at 17h40 Analyst meetings & Press conferences Results FY 2024 Friday 31 January 2025 at 11h00 Results H1 2025 Friday 1 August 2025 at 11h00 Results FY 2025 Friday 30 January 2026 at 11h00 Publication of the Net Asset Value on the QfG website after 17h40 2025 31 Jan 28 Feb 31 Mar 30 Apr 31 May 30 Jun 31 Jul 31 Aug 30 Sep 31 Oct 30 Nov 31 Dec Thu 6 Feb Thu 6 Mar Thu 3 Apr Thu 8 May Thu 5 June Thu 3 July Thu 7 Aug Thu 4 Sep Thu 9 Oct Thu 6 Nov Thu 4 Dec Thu 8 Jan Under the Royal Decree of 14 November 2007 on the obligations of issuers of ﬁnancial instruments admitted to trading on a regulat- ed market, Quest for Growth is required to make its annual man- agement report public. The annual ﬁnancial report comprises the audited ﬁnancial statements, the annual report, the management responsibility statement and the statutory auditor’s signed report. In accordance with Articles 3:10 and 3:12 of the Code of Companies and Associations, the full version of the annual ﬁnancial statements has been ﬁled with the National Bank of Belgium together with the management report by the board of directors and the statutory auditor’s report. The statutory auditor has issued an unqualiﬁed opinion on the an- nual ﬁnancial statements. You can ﬁnd the annual report, the full version of the annual ﬁnan- cial statements and the statutory auditor’s report on those ﬁnancial statements on the website at www.questforgrowth.com and you can obtain copies free of charge on request at the following address: Quest for Growth NV Lei 19 box 3 - 3000 Leuven - Belgium Telephone: +32 (0)16 28 41 28 Fax: +32 (0)16 28 41 29 E-mail: [email protected] QUEST FOR GROWTH NV Privak/pricaf, pubic alternative investment fund (AIF) with ﬁxed capital under Belgian law Lei 19 box 3 - B-3000 Leuven +32 (0) 16 28 41 00 [email protected] www.questforgrowth.com

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