ABRAMS CAPITAL MANAGEMENT, L.P.
Dated October 1, 2018
This Privacy Notice describes Abrams Capital Management, L.P.’s (“Abrams Capital”) policies with respect to nonpublic personal information of the investors in the funds that it manages (each, a “Fund”; collectively, the “Funds”), prospective investors in the Funds, and former investors in the Funds (collectively, “Investors”). These policies apply to all Investors to the extent applicable and are subject to change.
Abrams Capital collects and maintains nonpublic personal information about Investors, including, without limitation, the following types of information:
- Information we receive in subscription agreements, investor questionnaires and other forms that Investors complete and submit to us, such as names, addresses, phone numbers, social security numbers, and employment, asset, income and other household information;
- Information we receive and maintain relating to an Investor’s account, such as profit and loss allocations and capital withdrawals/redemptions and subscriptions;
- Information about an Investor’s investment in and other transactions with one or more of the Funds, including information we receive and maintain relating to new issue offerings and other securities transactions with and through the Funds; and
- Information we receive about an Investor from its purchaser representative, financial advisor, investment consultant or other financial institution, attorney, accountant or other authorized representative of an Investor with whom we have a relationship and/or whom the Investor may have authorized to provide such information to the Fund.
Abrams Capital does not disclose any nonpublic personal information about Investors except as may be required or permitted by law, rule or regulation. Abrams Capital may disclose information about an Investor to its affiliates providing services on behalf of a Fund (including the applicable Fund’s general partner and Abrams Capital Management, LLC (the general partner of Abrams Capital), its employees, and agents with a need to know such information to enable Abrams Capital and the applicable Fund to provide statements, information and services to Investors, and to other third parties, including without limitation, to the following types of third parties:
- Financial service providers, such as the Fund’s prime brokers, banks, administrators and custodians, who assist the Fund as part of the ordinary course of servicing your investment in a Fund;
- Professional representatives of Abrams Capital, such as our counsel, accountants and auditors, as well as compliance and other consultants;
- Certain non-affiliated parties who perform marketing services for the Fund or with whom we have entered into joint marketing agreements;
- Persons acting in a fiduciary or representative capacity on behalf of an individual Investor, such as an IRA custodian or Trustee of a grantor trust;
- Government agencies and self-regulatory agencies in order to make certain regulatory filings or respond to or comply with a subpoena or court order, judicial process or a request of any such government agency or self-regulatory agency; and
- Certain other persons to the extent authorized by you.
On all occasions when it is necessary for us to share your personal information with other parties, we will require that such information only be used for the limited purpose for which it is shared and will advise these companies not to further share your information with others except to fulfill that limited purpose.
Abrams Capital takes its responsibility to protect the privacy and confidentiality of Investor information very seriously. Abrams Capital maintains appropriate physical, electronic and procedural safeguards to guard Investors’ nonpublic personal information. Third parties with which Abrams Capital shares Investor information must agree to follow appropriate standards of security and confidentiality.
We provide prospective Investors with a Privacy Notice as part of their subscription materials and existing Investors with a copy of the Privacy Notice to the extent that there are material changes to the Notice and as otherwise required by law. If we change our privacy policies to permit Abrams Capital or its affiliates to share additional information that we have about you or to permit disclosures to additional types of parties, you will be notified in advance, and, if required by law, you will be given the opportunity to consent to such disclosure, as appropriate, or opt out of such additional disclosure and to direct us not to share your information with such parties. The examples contained in this Privacy Notice are illustrations and are not intended to be exclusive.
CAYMAN ISLANDS DATA PROTECTION LAW
DPL PRIVACY NOTICE
ABRAMS CAPITAL INTERNATIONAL, LTD.
Read and keep a copy for your records.
The purpose of this notice is to provide you with information on our use of your personal data in accordance with the Cayman Islands Data Protection Law, 2017 (the "DPL").
In this document, "we", "us" and "our" refers to the Fund, Abrams Capital Management, L.P., as the Fund's investment manager, and its or their affiliates and/or delegates.
By virtue of making an investment in the Fund and your associated interactions with us (including any subscription (whether past, present of future), including the recording of electronic communications) or by virtue of you otherwise providing us with personal information on individuals connected with you as an investor (for example directors, trustees, employees, representatives, shareholders, investors, clients, beneficial owners or agents), you will provide us with certain personal information which constitutes personal data within the meaning of the DPL ("Investor Data"). We may also obtain Investor Data from other public sources. Investor Data includes, without limitation, the following information relating to you and/or any individuals connected with you as an investor: name, residential address, email address, contact details, corporate contact information, signature, nationality, place of birth, date of birth, tax identification, credit history, correspondence records, passport number, bank account details, source of funds details and details relating to your investment activity.
In our use of Investor Data, the Fund will be characterized as a "data controller" for the purposes of the DPL. The Fund's affiliates and delegates may act as "data processors" for the purposes of the DPL.
Who this Affects
If you are a natural person, this will affect you directly. If you are a corporate investor (including, for these purposes, legal arrangements such as trusts or exempted limited partnerships) that provides us with Investor Data on individuals connected to you for any reason in relation to your investment with us, this will be relevant for those individuals and you should transmit this document to such individuals or otherwise advise them of its content.
How We May Use Your Personal Data
The Fund, as the data controller, may collect, store and use Investor Data for lawful purposes, including, in particular:
(i) where this is necessary for the performance of our rights and obligations under the subscription agreement and/or the constitutional and operational documents of the Fund;
(ii) where this is necessary for compliance with a legal and regulatory obligation to which the Fund is subject (such as compliance with anti-money laundering and FATCA/CRS requirements); and/or
(iii) where this is necessary for the purposes of our legitimate interests and such interests are not overridden by your interests, fundamental rights or freedoms.
Additionally, SS&C Technologies, Inc. (the "Administrator") may use Investor Data, for example to provide its services to the Fund or to discharge the legal or regulatory requirements that apply directly to it or in respect
of which the Fund relies upon the Administrator, but such use of Investor Data by the Administrator will always be compatible with at least one of the aforementioned purposes for which we process Investor Data.
Should we wish to use Investor Data for other specific purposes (including, if applicable, any purpose that requires your consent), we will contact you.
Why We May Transfer Your Personal Data
In certain circumstances we and/or our authorized affiliates or delegates may be legally obliged to share Investor Data and other information with respect to your interest in the Fund with the relevant regulatory authorities such as the Cayman Islands Monetary Authority or the Tax Information Authority. They, in turn, may exchange this information with foreign authorities, including tax authorities.
We anticipate disclosing Investor Data to the following parties who provide services to the Fund and their respective affiliates (which may include certain entities located outside the Cayman Islands or the European Economic Area), who will process your personal data on our behalf:
(i) SS&C Technologies, Inc.;
(ii) DMS Corporate Services Ltd.;
(iii) Morgan, Lewis & Bockius LLP;
(iv) Ropes & Gray LLP;
(v) Maples and Calder;
(vi) Ernst & Young Ltd.;
(vii) First Republic Bank; and
(viii) Abrams Capital Management, L.P.
The Data Protection Measures We Take
Any transfer of Investor Data by us or our duly authorized affiliates and/or delegates outside of the Cayman Islands shall be in accordance with the requirements of the DPL.
We and our duly authorized affiliates and/or delegates shall apply appropriate technical and organizational information security measures designed to protect against unauthorized or unlawful processing of Investor Data, and against accidental loss or destruction of, or damage to, Investor Data.
We shall notify you of any Investor Data breach that is reasonably likely to result in a risk to the interests, fundamental rights or freedoms of either you or those data subjects to whom the relevant Investor Data relates.