A Belgian-led private fund, structured as a Luxembourg RAIF, at the center of a Dutch regulatory probe has acknowledged serious failures in governance and investor reporting, as it attempts to rebuild trust with two wealth managers whose clients were exposed to the structure.
The fund, Capiva Plus, is rebranding as Valeris Capital and restructuring its management after Dutch investors were found to have indirectly invested in the very firms managing their assets. Jan Cant, a director at CP Management, the fund’s general partner, confirmed the shortcomings in an interview with Investment Officer.
“Yes, things went fundamentally wrong in the communication toward Dutch investors,” Cant said. “And of course we are also pushing to improve the fund’s governance. That is in the interest of all parties involved.”
The episode raises broader questions about conflicts of interest in private market structures, particularly where distribution, advisory and ownership roles converge within a single ecosystem. Capiva Plus is structured in Luxembourg as a SCSp RAIF, a reserved alternative investment fund that is not subject to direct CSSF supervision.
Structural overhaul
Cant outlined a series of corrective measures. CP Management will be replaced as general partner with immediate effect, although Cant himself will remain involved in the new management entity. The fund also plans to broaden its investor base and introduce a governance structure that gives investors greater influence over future investment decisions.
A full rebranding is intended to signal a clean break. “We use an existing vehicle. It had to be done quickly,” Cant said.
The changes follow scrutiny by Dutch regulators, first reported last week by Het Financieele Dagblad, into the role of Mathias V., a former fund manager at Capiva Plus and a central figure in the investigation into alleged misrepresentation involving Auréus and SemmieWealth, two Dutch-based wealth managers serving private clients with discretionary portfolio management and advisory services.
Cant said Mathias V. will not return to the Luxembourg-based fund or any related entities.
Interlinked ecosystem
The case is complicated by a dense web of cross-holdings. Capiva Plus is a major shareholder in Belgian real estate company License to Construct, in which Mathias V. also holds a stake. The fund also owns minority positions in Swiss investor Quaestor Coach and the affiliated Luxembourg entity Capital Coach, where Mathias V. held senior roles.
Quaestor Coach invests in wealth managers across the Benelux and Switzerland, including Auréus and SemmieWealth. As a result, Dutch clients invested via those firms ended up with indirect exposure to their own asset managers.
Mathias V. operated across multiple layers of this structure. He acted as an acquisition adviser to Auréus and SemmieWealth, fund manager at Capiva Plus, acquisition manager at Quaestor Coach and Capital Coach, and co-shareholder in License to Construct.
That concentration of roles effectively removed any separation of functions.
Conflict risks
There were no Chinese walls. “Mathias was involved everywhere. You have to understand that this developed over time. We started small and activities were added step by step.”
Cant himself is also a director at Quaestor Coach, which he noted is unrelated to the similarly named Belgian firm Quaestor Vermogensbeheer.
The operational overlap extends to physical presence. Capital Coach closed its Belgian branch in Ghent in early 2022, with License to Construct now operating from the same address.
Cant described his working relationship with Mathias V. as constructive, but acknowledged failures in the Dutch market. “He changed elements in the reporting to Dutch clients, which created scope for misinterpretation,” he said. “We at CP Management were also unaware that he had previously been convicted in the Netherlands for investor fraud, as has recently come to light.”
‘We were misled’
Auréus rejects the suggestion that its due diligence process failed. “At the appropriate moments, we always requested the required information, but in response to those questions we were simply given the wrong information. We were misled,” Jeroen van Lom, chief executive officer of Auréus, told Investment Officer. He said the firm had explicitly ruled out any exposure to wealth managers at the outset of the relationship.
“At the start, we made it very clear that the fund was not allowed to invest in asset managers, not in the Netherlands, not in Belgium, not in Switzerland or anywhere else,” Van Lom said. “The fact that this did happen only became apparent to us in February this year.”
Since then, Auréus and SemmieWealth have been unwinding those positions and are seeking buyers for the stakes in their own firms. Other investments are also under review, including a 6 million euro real estate project linked to a property occupied by the former fund manager, which Van Lom described as “undesirable” given the circumstances.
The case also highlights a more fundamental issue: whether it is appropriate for wealth managers to channel client money into structures in which they themselves have ownership stakes.
Cant sees no inherent problem. “Large banks do this through their funds as well,” he said. “The difference is that the weighting of their own shares tends to be smaller. With sufficient transparency, I do not see the issue.”
In this instance, however, concentration levels were significant. According to earlier reporting by Het Financieele Dagblad, Auréus and SemmieWealth allocated around 280 million euros of client assets to Capiva Plus, representing more than 90 percent of the fund.
Cant acknowledged that this level of concentration is too high and said broadening the investor base is now a priority.
Resetting relationships
Despite the tensions, Cant said he has not observed hostility between the Dutch wealth managers and the Capiva ecosystem. He emphasized that, in his view, Auréus and SemmieWealth acted in good faith.
He was less willing to extend that assessment to Mathias V.
The rebranding to Valeris Capital is intended to reset those relationships and draw a line under the governance failures.
“Ultimately, there is nothing wrong with the fund itself,” Cant said. “Performance is solid and all underlying companies are profitable. Everyone in this situation shares the same objective: to safeguard the interests of clients as effectively as possible.”