Ventura Diversified Funds

The Core of Your Long Term Financial Plan

Wholesale Product Disclosure Statement IDPS version

Diversified Funds Ventura Capital Stable Fund Ventura Diversified 50 Fund Ventura Growth 70 Fund Ventura High Growth 100 Fund

Sector Funds Issued by: Ventura Australian Shares Fund Ventura Investment Management Ltd ABN 49 092 375 258 Ventura Australian Opportunities Fund AFS Licence No 253 045 Ventura International Shares Fund www.venturainvestments.com.au Ventura Global Opportunities Fund Dated 15 March 2010 Important information

Responsible entity Custodian & Registry Ventura Investment Management Ltd National Australia Bank Limited AFSL 253 045 ABN 49 092 375 258 ABN 12 004 044 937 Business Operations Level 12, 500 Bourke Street Level 6, 2 Elizabeth Plaza Melbourne VIC 3000 North Sydney NSW 2060 Fax: 1300 365 601 Investment manager Russell Investment Management Ltd AFSL 247 185 ABN 53 068 338 974 Level 17, 19-29 Martin Place Sydney NSW 2000

Important Information

An investment made under this Product Disclosure Statement (PDS) represents an investment in the wholesale class of units (class A) in one or more of the following Funds: ■■ Ventura Capital Stable Fund ARSN 099 584 826 ■■ Ventura Diversified 50 Fund ARSN 099 585 092 ■■ Ventura Growth 70 Fund ARSN 099 584 988 ■■ Ventura High Growth 100 Fund ARSN 128 856 226 ■■ Ventura Australian Shares Fund ARSN 099 585 350 ■■ Ventura Australian Opportunities Fund ARSN 112 398 991 ■■ Ventura International Shares Fund ARSN 099 585 145 ■■ Ventura Global Opportunities Fund ARSN 128 855 916 (Referred to separately as a Fund and collectively as the Funds or the Ventura Funds).

Ventura Investment Management Ltd (Ventura, us, we, our and responsible entity) is the responsible entity for the Funds. Investments are subject to investment risk, including possible delays in repayment and loss of income and capital invested. None of Ventura, any related company or any external service provider referred to in this PDS guarantees the repayment of capital, payment of income or the performance of the Funds.

Ventura is the issuer of this PDS and takes responsibility for its contents. The offer made in this PDS is available to persons receiving this PDS in Australia (electronically or otherwise). No offer or invitation is made by this PDS, directly or indirectly, in any other jurisdiction where the offer or invitation would breach the applicable laws or require the PDS or any other document to be lodged or registered. Information in this PDS is general information and does not take into account an investor’s specific needs or circumstances. Australian resident investors should consult an Australian financial services licensee or authorised representative to obtain investment advice on a Fund.

This PDS is available in paper form by calling Client Service on 1300 738 421 or as an electronic PDS which may be viewed online at www.venturainvestments.com.au. Applications for units for a Fund may only be made on the Application Form attached to or accompanying this PDS or its online copy as downloaded in its entirety from the website. The Corporations Act prohibits any person from passing onto another person the Application Form unless it is attached to, or accompanied by, the complete and unaltered version of the PDS.

Information relating to the Funds, such as investment performance, the underlying investment managers and the asset allocation range may change from time to time. A copy of updated information is available free on request by contacting Client Service or at the Ventura website.

In this PDS an administration service or investor directed portfolio service such as a master trust, wrap account or nominee service is referred to as an ‘IDPS’. The trustee or operator of the IDPS is referred to as an IDPS operator. We consent to the use of this PDS by IDPS operators that include the Fund on their investment menus. This PDS is only intended for you if you plan to invest in the Fund through an IDPS. Should you wish to invest in the Fund directly please obtain a copy of the relevant product disclosure statement by calling Client Service on 1300 738 421 or by going to our website at www.venturainvestments.com.au.

ii VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Table of contents

Important information Inside cover Fund profiles 2 Ventura Investment Program 6 Ventura Diversified Funds 7 Ventura Sector Funds 8 Key parties 8 Changes to the Funds 9 Our investment policies 9 Risks of investing 10 Fees and other costs 13 Additional explanation of fees and costs 15 IDPS information 17 How the Funds operate 17 Taxation information 19 Investor information 20 Other information 21 Glossary 22

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 1 Fund profiles

Ventura Diversified Funds

Ventura Capital Stable Fund1, 3 Ventura Diversified 50 Fund1,3 Investment objective To aim to provide investors with an exposure to a To aim to provide investors with an exposure to a diversified mix of predominantly defensive assets and diversified mix of defensive and growth orientated some growth orientated assets with low volatility. assets with some volatility. Investment strategy The Fund typically invests in a diversified portfolio mix The Fund typically invests in a diversified portfolio mix with exposure to 30% growth and 70% defensive with exposure to 50% growth and 50% defensive investments. Derivatives may be used to implement investments. Derivatives may be used to implement investment strategies. investment strategies. Asset allocation neutral position (NP) & ranges 2

NP % Range % NP % Range % Growth investments Growth investments Australian shares 14 5 - 25 Australian shares 22 13 - 33 International shares 8 2 - 22 International shares 20 12 - 32 Property 7 0 - 13 Property 7 0 - 15 Alternatives 1 0 - 10 Alternatives 1 0 - 10 Income investments Income investments Fixed Interest 45 30 - 50 Fixed Interest 35 25 - 45 Cash & enhanced 25 20 - 40 Cash & Enhanced 15 5 - 25 cash Cash

Time frame Suggested minimum investment timeframe is 3+ years. Suggested minimum investment timeframe is 3+ years. Distributions Quarterly Quarterly Estimated ICR / Management costs 0.98% p.a. of Fund value, see page 14 for more 1.01% p.a. of Fund value, see page 14 for more information. information. Transaction costs (buy-sell spread) Buy 0.13% and sell 0.21%. Buy 0.18% and sell 0.25%.

1. Current performance and other current Fund information can be obtained from www.venturainvestments.com.au or by contacting Client Service on 1300 738 421. 2. Information current as at 31 January 2010. The asset allocation neutral position is the starting point for all asset allocation decisions and can be adjusted at any time without prior notice. The asset allocation range may be adjusted within the specified minimum and maximum ranges. Please see our website www.venturainvestments.com.au for up to date information. 3. As with any investment there are a number of risks that may affect the value of your investment. However, some of these risks are specific to particular Funds. You should consider carefully the risks that may affect the financial performance of your investment in a Fund.

2 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Fund profiles Continued

Ventura Diversified Funds

Ventura Growth 70 Fund1,3 Ventura High Growth 100 Fund1,3 Investment objective To aim to provide investors with an exposure to a To provide investors with capital growth over the diversified mix of predominantly growth orientated long term by focusing solely on growth assets, while assets with moderate to high volatility and some accepting fluctuations in capital values in the medium defensive assets. term. Investment strategy The Fund typically invests in a diversified portfolio mix The Fund typically invests in a diversified portfolio with exposure to 70% growth and 30% defensive mix with exposure to 100% growth investments, by investments. Derivatives may be used to implement investing according to the strategic asset allocation investment strategies. shown below. Derivatives may be used to implement investment strategies. Asset allocation neutral position (NP) & ranges 2

NP % Range % NP % Range % Growth investments Growth investments Australian shares 32 22 – 42 Australian shares 45 36 - 56 International shares 28 21 – 41 International shares 44 34 - 54 Property 7 0 – 17 Property 8 0 - 20 Alternatives 3 0 - 10 Alternatives 2 0 - 10 Income investments Income investments Fixed Interest 26 18 – 38 Cash & enhanced 1 0 - 10 Cash & enhanced 4 0 – 12 cash cash

Time frame Suggested minimum investment timeframe is 5+ years. Suggested minimum investment timeframe is 5+ years. Distributions Quarterly Quarterly Estimated ICR / Management costs 1.09% p.a. of Fund value, see page 14 for more 1.05% p.a. of Fund value, see page 14 for more information. information. Transaction costs (buy-sell spread) Buy 0.23% and sell 0.28%. Buy 0.31% and sell 0.32%.

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 3 Fund profiles Continued

Ventura Sector Funds

Ventura Australian Shares Fund1,3 Ventura Australian Opportunities Fund1,3 Investment objective

To aim to provide a total return, before costs and To aim to outperform the Fund’s benchmark, before costs tax, higher than the Fund’s benchmark over the long and tax, over the long term by providing exposure to a term by providing exposure to a diversified portfolio of diversified portfolio of predominantly Australian shares. predominantly Australian shares. Investment strategy The Fund invests predominantly in shares and unit The Fund invests predominantly in shares and unit trusts listed or about to be listed on the Australian Stock trusts listed or about to be listed on the Australian Stock Exchange. Derivatives may be used to obtain or reduce Exchange. Derivatives may be used to obtain or reduce exposure to securities and markets, to implement exposure to securities and markets, to implement investment strategies (including short selling) and to investment strategies (including short selling) and to manage risk. manage risk. Exposure of Fund by sector 2

Sector Fund weight % Sector Fund weight % Financials (ex Property trusts) 38 Financials (ex Property trusts) 31 Materials 26 Materials 25 Consumer discretionary 7 Consumer discretionary 8 Consumer staples 7 Industrials 8 Industrials 6 Consumer staples 6 Other 16 Other 22

Time frame Suggested minimum investment timeframe is 5+ years. Suggested minimum investment timeframe is 7+ years. Distributions Quarterly Half-yearly Estimated ICR / Management costs 1.06% p.a. of Fund value, see page 14 for more 1.25% p.a. of Fund value, see page 14 for more information. information. Transaction costs (buy-sell spread) Buy 0.25% and sell 0.25%. Buy 0.35% and sell 0.35%.

1. Current performance and other current Fund information can be obtained from www.venturainvestments.com.au or by contacting Client Service on 1300 738 421. 2. Sector exposures are current as at 31 January 2010 but will change from time and can be adjusted at any time without prior notice. Please see our website www.venturainvestments.com.au for up to date information. 3. As with any investment there are a number of risks that may affect the value of your investment. However, some of these risks are specific to particular Funds. You should consider carefully the risks that may affect the financial performance of your investment in a Fund.

4 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Fund profiles Continued

Ventura Sector Funds

Ventura International Shares Fund1,3 Ventura Global Opportunities Fund1,3 Investment objective To aim to provide a total return, before costs and To provide investors with exposure to a diversified portfolio tax, higher than the Fund’s benchmark over the long of international shares and to outperform the Fund’s term by providing exposure to a diversified portfolio of benchmark, the MSCI World Net Dividends Reinvested predominantly international shares. Accumulation (Hedged) Index, before costs and tax, over the long term. Investment strategy The Fund invests predominantly in a broad range The Fund invests predominantly in a broad range of international shares listed on stock exchanges in of international shares listed on stock exchanges in developed international markets (such as countries developed and emerging international markets. Foreign included in the MSCI World Index). Derivatives may be currency exposures are largely hedged back to Australian used to obtain or reduce exposure to securities and dollars through the use of derivatives. Derivatives may also markets, to implement investment strategies (including be used to obtain or reduce exposure to securities and short selling) and to manage other risk. markets, to implement investment strategies (including short selling) and to manage other risk. Exposure of Fund by region 2

Region Fund weight % Region Fund weight % North America 49 North America 46 Europe (ex-UK) 26 Europe (ex-UK) 27 UK 11 UK 10 Japan 7 Emerging markets 9 Emerging markets 5 Japan 4 Asia (ex-Japan) 2 Asia (ex-Japan) 3 Unassigned 1

Time frame Suggested minimum investment timeframe is 5+ years. Suggested minimum investment timeframe is 7+ years. Distributions Quarterly Quarterly Estimated ICR / Management costs 1.22% p.a. of Fund value, see page 14 for more 1.15% p.a. of Fund value, see page 14 for more information. information. Transaction costs (buy-sell spread) Buy 0.25% and sell 0.25%. Buy 0.32% and sell 0.32%.

1. Current performance and other current Fund information can be obtained from www.venturainvestments.com.au or by contacting Client Service on 1300 738 421. 2. Region exposures are current as at 31 January 2010 but will change from time and can be adjusted at any time without prior notice. Please see our website www.venturainvestments.com.au for up to date information. 3. As with any investment there are a number of risks that may affect the value of your investment. However, some of these risks are specific to particular Funds. You should consider carefully the risks that may affect the financial performance of your investment in a Fund.

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 5 6 Ventura Investment Program

The Ventura Investment Program (VIP) under which To achieve its multi-manager exposure, each Ventura the Ventura Funds are offered, applies a multi-style, Fund invests in one or more funds managed by Russell multi-manager, and for the Ventura Diversified Funds, Investments (the underlying funds). These funds utilise multi-asset, approach to investment. The VIP focuses Russell Investments’ MULTI ASSET MULTI STYLE on minimising risk, while seeking to provide consistent MULTI MANAGER TM investment approach, offering investment performance. you access to some of the world’s leading investment managers. You can find a list of the current underlying The Ventura Funds are each separate managed investment managers at investment schemes, so that each investor pools their www.venturainvestments.com.au. money with the money of other investors. This gives individual investors diversification and buying power Multi-manager process that usually would be available only to large investors: Russell Investments is an industry leader in manager ■■ the Ventura Diversified Funds, being the Ventura research, with around 700 investment professionals Capital Stable, Ventura Diversified 50, Ventura worldwide1 involved in the investment process. You’ll Growth 70 and Ventura High Growth 100 Funds, access some of the world’s leading investment which each invest in a variety of asset types; or managers, a number of which are available only to the ■■ the Ventura Sector Funds, being the Ventura world’s largest investors. Australian Shares, Ventura Australian Opportunities, Ventura International Shares and Generally, investment responsibility is shared across Ventura Global Opportunities Funds, as single a group of investment managers – each chosen for asset type Funds which invest predominantly in what Russell Investments believes are their outstanding listed equity securities. capabilities. This means that you have some of the world’s best investment ideas contributing to the Investment manager performance of your investment in a Fund.

Ventura has appointed Russell Investments Russell Investments monitors close to 8,000 Management Ltd (Russell Investments) as the investment products worldwide1, selecting what investment manager for the Funds. Russell Investments believes to be the best of the best. This is distilled into optimised investment solutions Founded in 1936, Russell Investments is a global as accessed through the Funds. For over 30 years, financial services firm that serves institutional investors, Russell Investments’ extensive understanding of financial advisers and individuals in more than 40 markets, managers and investors has enabled them to countries. design funds which seek to deliver consistent long- term results. Through a unique combination of wide ranging 1 and inter-linked businesses, Russell Investments All figures current as at 31/12/08, except assets under management figure current as at 31/12/09. delivers financial products, services and advice. Russell Investments pioneered strategic pension fund consulting in 1969 and today is one of the world’s most trusted providers of investment advice. The firm has $196 billion in assets under management in its mutual funds, retirement products and institutional funds, and is world-renowned for its depth of research and quality of manager selection.1

Russell Investments has spent more than 30 years helping institutional investors find quality managers and is now available to you through the VIP.

6 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Ventura Diversified Funds

A complete portfolio solution The asset classes the Ventura Diversified Funds invest in may include, but are not limited, to the following The Ventura Diversified Funds offer: investment types:

■■ a unique spread of managers; Asset Class Types of investments ■■ automatic rebalancing of assets and manager Growth investments weightings; and ■■ manager monitoring and replacement when Australian Australian listed and unlisted equity necessary. shares type securities, listed investment companies and investment The Ventura Diversified Funds provide exposure to a trusts, listed managed investment number of investments through allocations to selected schemes and Australian equity type asset classes within the pre-determined ranges shown derivatives. on pages 2 to 5. The Ventura Diversified Funds gain International International listed and unlisted exposure to these asset classes by investing in a range shares equity type securities, listed of underlying funds for which Russell is the responsible investment companies and entity. investment trusts, listed managed investment schemes and The asset classes are split into two types of international equity type derivatives. investments: growth and defensive as indicated in the Property Australian and international listed table on this page. The Fund profiles for each Ventura or unlisted property funds and Diversified Fund as set on pages 2 and 3 sets out property related securities, direct the target allocations between growth and defensive property and hybrid property type investments. vehicles. The asset allocation neutral position (NP) as shown Defensive investments on those pages is the starting point for all asset class Fixed interest Debt securities issued by allocation decisions. However, a Ventura Diversified supranational, Australian and Fund’s allocation may be adjusted between growth international governments, semi- and defensive investments by 10% either side of the governments, government agencies specified target. and corporates, and structured credit securities including mortgage The NP for each Ventura Diversified Fund is current and asset backed securities and as at the date of this PDS. However, the NP may be fixed interest type derivatives. adjusted within the minimum and maximum ranges Cash Cash deposits and money market specified at any time without notice to you. Please see securities (including, but not limited our website at www.venturainvestments.com.au for any to bank bills and certificates of update. deposit), corporate floating rate notes and interest rate swap contracts. Growth/Defensive investments Alternatives Alternatives may include non- traditional asset sectors (e.g. high yield, emerging markets, commodities, infrastructure) and strategies (e.g. hedge funds, long- short equities).

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 7 Ventura Sector Funds

Key parties

Build your own portfolio solutions Responsible entity

The Ventura Sector Funds generally offer well- Ventura is the responsible entity of the Ventura Funds diversified single sector funds to help you build your and is responsible for the operation of the Funds. own customised portfolio. You can choose from our Ventura is a special purpose funds management Australian and International Share Funds. They may be company established to offer a range of professionally combined with one another or as a core to match with managed investments from which you can build an other investments you may wish to include to create effective investment strategy to suit your risk profile. your own tailored portfolio. Investment manager Each Ventura Sector Fund generally gains exposure to a single asset class, shares, by investing in a single Russell Investments is the investment manager underlying fund. Each underlying fund typically invests responsible for selection of investment managers using directly appointed investment managers or by and allocation of assets to them under the Ventura investing in other managed funds. Investment Program. Russell Investments is also the responsible entity of the underlying funds into which the More information on how the Ventura Sector Funds Funds invest to gain exposure to different investment access an asset class can be found on pages 4 and 5. managers and asset classes.

Current underlying investment managers As well as appointing investment managers to manage the assets of an underlying fund, Russell Investments, A table can be found on our website at or other members of Russell Group, may directly www.venturainvestments.com.au which sets out by manage a portion of the assets of an underlying fund asset class the current underlying investment managers into which a Fund invests. and their styles. The extent to which a Fund has exposure to these investment managers is dependent upon the asset classes the Fund invests in, in Custodian and administrator accordance with its stated investment strategy. Please be advised that to manage a Fund to its investment The custodian for the Funds is National Australia Bank objectives, we retain the discretion to change the Limited (NAB). NAB is appointed under a custody investment managers at any time without notice. agreement to hold the assets of each Fund. NAB has also been appointed as the provider of administrative services. Each agreement continues for an initial period of three and five years respectively, unless terminated earlier under the agreements.

As an independent custodian, NAB is a long established and respected custodian which holds Fund assets on behalf of the responsible entity, determines their value, and is responsible for the administration of the Funds.

8 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Changes to the Funds

Our investment policies

We may add to, or close, a Fund, change the rules that Currency management govern the Fund or alter its investment objectives or strategies, benchmark or asset allocation ranges at our Investing in assets which are denominated in foreign discretion. currencies means you are exposed to movements in those currencies. Currency markets can be extremely We have the right to add or remove an investment volatile and are affected by a host of factors. manager, change an underlying fund or change the name of the Fund without prior notice to investors. Some of the underlying funds may use currency Fees may be changed, refer to page 16 for more hedging as part of their investment strategy. Currency information. hedging is an investment strategy which aims to reduce currency risk, protecting or potentially improving Otherwise, we will notify you of any material change or returns. However it may also reduce potential gains significant event concerning a Fund. from investments. Derivatives including, but not limited to, forward foreign exchange contracts and swaps may Please refer to our website www.venturainvestments. be used to reduce the impact of currency fluctuations. com.au or call Client Service on 1300 738 421 for up to date information. Assets within the Funds that have an exposure to foreign currencies through the underlying funds may be unhedged and/or partially or fully passively hedged. The Our investment policies unhedged/hedged currency exposure of the Funds also may be actively managed in the underlying funds into Environmental and ethical considerations which the Funds invest. Active currency management has the potential to add further value, but can also Whilst Ventura intends to conduct its affairs in an ethical expose a Fund to greater risk. and sound manner, neither Ventura or the investment manager, Russell Investments, take into account The Ventura Sector Funds are not hedged, except labour standards, environmental, social or ethical for the Ventura Global Opportunites Fund, which considerations for the purpose of selecting, retaining uses derivatives to help protect the Fund from foreign or realising an investment in any of the Funds or the currency movements against the Australian dollar. For underlying funds. the Ventura Diversified Funds, the following percentage allocations of each Fund is hedged against currency movement:

Based on actual asset allocation1 Based on neutral positions1

Ventura Ventura Ventura Ventura Underlying Russell Funds Capital Ventura Ventura High Capital Ventura Ventura High Stable Diversified Growth 70 Growth Stable Diversified Growth 70 Growth Fund 50 Fund Fund 100 Fund Fund 50 Fund Fund 100 Fund International Shares - Core (Hedged) 3 7 9 5 4 10 14 3 International Listed Property (Hedged) 4 5 6 7 5 5 6 4 International Bonds - Active (Hedged) 27 20 16 10 25 18 13 27 Total 34 32 31 22 34 33 33 34 1 Percentage allocation of total assets in underlying fund Current as at 31/1/10. Please note that these allocations may vary from time to time and may change without notice.

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 9 Our investment policies Continued

Risks of investing

Derivatives and overlay management Securities lending

Derivatives may be used to implement overlay The Funds do not directly engage in securities lending, techniques for the underlying funds of the Ventura however, some of the underlying funds may loan assets Diversified Funds, but are not used for the Ventura under established securities lending programs under Sector Funds for that purpose. Overlay techniques which a fund receives collateral equal to at least 100% allow for efficient rebalancing across asset classes at of the value of the assets loaned. The additional risks lower transaction costs than if the Funds or underlying involved with securities lending are set out on page 12. funds were to buy or sell the underlying securities. Risks of investing For both the Ventura Sector Funds and the Ventura Diversified Funds, derivatives such as futures, options, All investing involves risk. It’s the trade-off for return, swaps and forward contracts may be used in the as generally you only get higher expected return with underlying funds from time to time to: achieve a desired higher risk. investment position without buying or selling the underlying asset; to implement investment strategies; Over longer time periods, investors can generally as a hedging mechanism to protect against changes in expect share and property investments to generate the market value of existing investments; or to manage higher returns than fixed interest or cash investments. actual or anticipated risk. The trade-off is that the volatility of those returns will also be higher. This means an increased risk that over a Borrowings shorter time period, your investment could fall in value.

It is not our intention to borrow money for the Funds Position on risk/return spectrum other than to meet short-term liquidity requirements. The Funds may borrow securities to implement an investment strategy. With the exception of borrowed HIGH Opportunistic Shares securities, the Funds currently have no material

borrowings. However, the Funds which have an Shares exposure to alternative investments may be indirectly exposed to gearing and leverage. International Property

Australian Property Expected return

Bonds

Income assets Cash LOW Growth assets

LOW Expected risk HIGH

Source: Russell Investment Management Ltd.

10 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Risks of investing Continued

Investment risk can be managed and even minimised but it cannot be completely removed. It is important to understand that not all risks are foreseeable. There is always the chance that you may lose money on any investment you make. Some common types of investment risks are outlined in the table below.

Where there is no bold note in the description of a specific risk, the risk applies to all of the Funds. Funds particularly affected by a risk, or Funds for which the risk is not material, are noted in bold beneath the specific risk. Type of risk Explanation Sharemarket Changes in the value of share prices may result in a loss of principal or large fluctuations in the unit risk price of a Fund. Factors that drive changes in share prices include, changing profitability of companies and industries, economic cycles, volume of share issuance, investor demand levels, business confidence, and government and central bank policies. Interest rate Changes in interest rates either in Australia or overseas may adversely affect the value of fixed interest risk investments held by a Fund. An increase in interest rates leads to a reduction in the value of a fixed interest investment and vice versa. In the absence of other factors, this risk will be greater for long-term securities than short-term securities. The magnitude of these changes depends on the term to maturity of the security. In general, a security with a longer term to maturity is more affected by interest rate changes. Funds particularly impacted: Ventura Capital Stable Fund and Ventura Diversified 50 Fund. Risk not material for the Ventura Australian Shares, Ventura Australian Opportunities, Ventura International Shares and Ventura Global Opportunities Funds. Derivative risk A Fund may be directly or indirectly exposed to exchange-traded and over-the-counter derivative instruments including, but not limited to, currency forwards and swaps, interest rate and total return swaps and futures and options. Derivatives usually derive their value from the value of a physical asset, interest rate, exchange rate or market index. They can be used to manage certain risks in investment portfolios; however, they can also increase other risks in a portfolio or expose a portfolio to additional risks. A risk, though not unique to derivatives, includes the possibility that the position is difficult or costly to reverse or that there is an adverse movement in the asset, interest rate, exchange rate or index underlying the derivative, as derivatives do not always perfectly or even highly correlate or track the value of the assets, rates or indices they are designed to track. A derivative contract may involve leverage i.e. it provides exposure to a potential gain or loss from a change in the level of the market price of a security, currency or basket index in a notional amount that exceeds the amount of cash or assets required to establish or maintain the derivatives contract. Consequently, an adverse change in the price level can result in a loss of capital that is more than would have resulted from an investment that did not involve the use of leverage inherent in many derivatives contracts. Accordingly, derivative instruments can be highly volatile and expose investors to a high risk of loss. Transactions in over-the-counter derivatives involve additional risk, as there is no exchange or market on which to close out an open position. As a result, it may be impossible to liquidate an existing position, value a position or assess the exposure to risk. Furthermore, these transactions involve exposure to credit risk, since contract performance depends in part on the financial condition of the counterparty. Currency risk A Fund which has an exposure to foreign currencies will be exposed to currency risk. Changes in exchange rates may affect the investment returns of the Fund, including its capital value. The currency exposure within a Fund which has an exposure to foreign currencies may be unhedged and/or partially or fully hedged by the investment manager, either passively or actively. Active currency management has the potential to add further value but can also expose a Fund to greater risk. Funds particularly impacted: Ventura International Shares, Ventura Global Opportunities, Ventura Growth 70 and Ventura High Growth 100 Funds. Risk not material for the Ventura Australian Shares and Ventura Australian Opportunities Funds. Illiquidity risk When particular investments are difficult to purchase or sell, this can prevent a Fund from selling an investment or rebalancing within a timely period and at a fair price. If the Fund is required to liquidate assets to settle withdrawals, there is a risk that liquidation may be made on unfavourable terms, potentially subjecting the Fund to losses. Under the terms of each Fund’s constitution, we may suspend the processing of redemptions in certain situations see page 18 for more information.

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 11 12 Risks of investing Continued

Type of risk Explanation Debt A Fund which has an exposure to fixed interest will be exposed to credit risk. Credit risk refers to the securities risk issuer of a debt instrument failing to meet an obligation to pay periodic interest or to repay the principal sum at maturity. In the case of fixed income securities which are of investment grade credit quality, the risk of default is considered to be lower than sub-investment grade securities which are generally subject to greater risk of loss of principal and interest. A Fund which has an exposure to fixed interest may also be directly or indirectly exposed to debt securities which rank junior to other outstanding securities and obligations of the issuer, and to debt securities that are not protected by financial covenants or limitations on additional indebtedness. Funds particularly impacted: Ventura Capital Stable and Ventura Diversified 50 Funds. Risk not material for the Ventura Australian Shares, Ventura Australian Opportunities, Ventura International Shares and Ventura Global Opportunities Funds. Emerging Generally, investments in emerging markets are subject to a greater risk of loss than investments in market risk a developed market due to greater political, economic, taxation and regulatory uncertainty and risks linked to matters such as volatility and market liquidity. Funds particularly impacted: Ventura International Shares and Ventura Global Opportunities Funds. Risk not material for the Ventura Australian Shares and Ventura Australian Opportunities Funds. Settlement A Fund may be exposed to settlement risk, which is the risk that a settlement of securities or other risk assets will not take place as expected. These risks are influenced by, amongst other things, market practices (for example settlement and custody practices), the creditworthiness of the parties the Fund is exposed to, and the level of government regulation in countries in which the Fund invests. Risk not material for the Ventura Australian Shares and Ventura Australian Opportunities Funds. Short selling A Fund may be exposed to underlying funds which engage in short selling, and so may be exposed to risk short selling risk. Short selling involves selling securities that may or may not be owned and borrowing the same securities for delivery to the purchaser, with the obligation to replace the borrowed securities at a later date. Short selling allows the investor to profit from declines in market prices to the extent the decline exceeds the transaction costs and the costs of borrowing the securities. Because the borrowed securities must be replaced by purchases at market prices, any appreciation in the price of the borrowed securities can result in a loss. A short sale involves the risk of a theoretically unlimited increase in the market price of the particular investment sold short, which could result in the inability of an underlying fund to cover the short position, and of theoretically unlimited potential losses. Securities If a Fund engages in securities lending (see page 10) there is a risk that the borrower may become lending risk insolvent or otherwise become unable to meet, or refuse to honour, its obligations to return the loaned assets. In this event, the Fund could experience delays in recovering assets and may incur a capital loss. Where a Fund invests any collateral it receives as part of the securities lending program, such investments are also subject to the general investment risks outlined above. Manager risk The investment manager for the Fund may not achieve their performance objectives or may not produce returns that compare favourably against its peers. Many factors can negatively impact a manager’s ability to generate acceptable returns from its stock selection, such as loss of key staff or where prevailing market conditions are not conducive to the investment processes of the manager. Fund and This is the risk that the Fund could terminate or the Fund’s rules, investment objectives and strategies, underlying asset allocation, fees, expenses or key investment professionals could change. There is also the fund risk risk that investing in the Fund may give different results than investing directly in the Fund assets because of the income or capital gains accrued in the Fund and the consequences of investment and withdrawal by other investors. As investors can move in and out of the Fund at different points in time, there is a risk that taxation liabilities for gains that have benefited past investors may have to be met by subsequent investors. If we decide to replace any underlying fund with a new underlying fund there is a risk that a Fund will not be invested in an underlying fund, and therefore not exposed to the market for a period of time. To manage your risks, you should obtain professional investment advice that is tailored to your investment objectives, financial situation and particular needs. We strongly encourage you to invest for the recommended time frame.

12 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Fees and other costs

Consumer Advisory Warning

DID YOU KNOW?

Small differences in both investment performance and fees and costs can have a substantial impact on your long term returns.

For example, total annual fees and costs of 2% of your Fund balance rather than 1% could reduce your final return by up to 20% over a 30 year period (for example, reduce it from $100,000 to $80,000).

You should consider whether features such as superior investment performance or the provision of better member services justify higher fees and costs.

You may be able to negotiate to pay lower contribution fees and management costs where applicable. Ask the Fund or your Financial Adviser.

TO FIND OUT MORE If you would like to find out more, or see the impact of the fees based on your own circumstances, the Australian Securities and Investments Commission (ASIC) website (www.fido.asic.gov,au) has a managed investment fee calculator to help you check out different fee options.

The following table shows the fees and other costs that you may be charged. These fees and costs may be deducted from your money, from the returns on your investment or from the Fund assets as a whole. Taxes are set out on page 19.

You should read all of the information about fees and costs, as it is important to understand their impact on your investment.

Type of Fee or Cost Amount 1 How and when paid

Fees when your money moves in or out of a Fund 2

Establishment fee: Nil Not applicable This is the fee to open your investment. Contribution fee: Nil Not applicable The fee on each amount contributed to your investment. Withdrawal fee: Nil Not applicable The fee on each amount you take out of your investment. Termination fee: Nil Not applicable The fee to close your investment.

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 13 14 Fees and other costs Continued

Type of Fee or Cost Amount 1 How and when paid

Management Costs

Estimated Indirect Cost Ratio/Management costs 3 Fund % p.a. of Fund value These fees are accounted These are the fees and costs for managing your Ventura Capital Stable Fund 0.98 for each day within the unit investments. The amount you pay for specific Ventura Diversified 50 Fund 1.01 price and are paid monthly Funds is set out in the adjacent column. Ventura Growth 70 Fund 1.09 in arrears. The fees are Ventura High Growth 100 Fund 1.05 deducted directly from a Ventura Australian Shares Fund 1.06 Fund’s assets from the Ventura Australian Opportunities Fund 1.25 underlying funds, as reflected Ventura International Shares Fund 1.22 in the underlying fund’s unit Ventura Global Opportunities Fund 1.15 price.

Service fees

Investment switching fee: Nil Not applicable The fee for changing your Investment Options

1. Fees and costs are inclusive of the net effect of GST. The investment manager fees are included in these fees and are not an additional cost to investors. Costs are shown as a per annum percentage of Fund value. 2. You will incur a transaction cost, or buy sell spread when your money moves in or out of a Fund. For more information, please refer to the transaction costs section on page 16 in Additional explanation of fees and costs. 3. The Estimated Indirect Cost Ratio is the total estimated costs of investing in a Fund excluding any costs an investor would incur if investing directly in the underlying assets held by the Fund. It includes the management fee and expense recoveries (including any performance fees). The current Estimated Indirect Cost Ratio could vary from the historic Indirect Cost Ratio as shown above as calculated on 30 June 2009. Please refer to the section on management costs and performance fees on page 15 in the Additional explanation of fees and costs for further information.

Example of annual fees and costs for the Ventura Diversified 50 Fund

The table gives an example of how the fees and costs charged in the Ventura Diversified 50 Fund can affect your investment over a one year period. You should use this table to compare this product with other managed investment products.

BALANCE OF $50,000 WITH A CONTRIBUTION OF $5,000 DURING THE YEAR

Contribution fees Nil For every additional $5,000 you put in, you will be charged nil.

PLUS Management Costs 1.01% p.a. And, for every $50,000 you have in the Fund you will be charged $505 a year.

EQUALS Cost of Fund If you had an investment of $50,000 at the beginning of the year and you put in an additional $5,000 during that year, you would be charged fees from: $505 to $556.

What it costs you will depend on the Fund you choose.

The above example is used for illustrative purposes only. The example assumes that: ■■ numbers may not add exactly due to rounding; ■■ the effect of distributions has not been taken into account; ■■ the actual amount of management costs will depend on the timing of the additional contribution; and ■■ the management costs shown above are inclusive of the management fees (including those of the investment manager and any underlying manager) and expenses of the Fund such as audit, custody and registry, as included in the calculation of the Estimated ICR.

14 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Additional explanation of fees and costs

Management costs As the ICR is calculated retrospectively, the current ICR may vary. This is because, for example, the actual Management costs include all estimated expense expenses charged by, or performance of, an underlying recoveries, investment management fees and manager or underlying fund on which a performance performance fees payable to us, Russell Investments fee is payable, may vary from the expenses or as the investment manager, and where they are known, performance fee charged the previous financial year. of the underlying investment managers and underlying For that reason, the ICR is referred to in this PDS as the funds appointed by Russell Investments. Estimated ICR.

They do not include transaction costs and other costs Performance fees an investor would incur if the investor invested directly in the assets held by a Fund. Performance fees provide an incentive for the All expenses relating to the proper performance of investment manager or underlying investment manager our duties are recoverable from the Funds, including to achieve superior performance. No performance fees but not limited to, custody, administration, registry, are charged at Fund level. GST (less any reduced input tax credits), responsible entity, legal, reporting, audit expenses and the costs of Performance fees may be charged by Russell promoting the Funds. Investments, by the underlying funds or by the underlying investment managers appointed by Russell Where investing through an IDPS, you should read the Investments. information provided by the IDPS operator as to the total fees and costs you will pay. Performance fees are accrued daily in the unit price of the Funds as reflected in the unit price and are based Estimated Indirect Cost Ratios (Estimated on realised and unrealised gains. That means that a ICR) performance fee may be paid on unrealised gains that may never subsequently be realised. The total management costs as a percentage of the assets of a Fund can be calculated over prior periods A performance fee is only payable to the extent that as the Indirect Cost Ratio (the ICR) as at each 30 past underperformance by the manager has been June retrospectively for the financial year ending on recovered. that date. The ICR for the Funds as at 30 June 2009 are set out on the table on pages 2 to 5. The ICR is Please refer to the table below for performance fees comprised of management fees and expenses (which paid over the 12 months to 30 June 2009 for each expenses include any performance fees paid to Russell Fund which contains a performance fee component. Investments or to the underlying funds or underlying managers). The management fees and expenses for Performance fees paid 12 each Fund comprising the ICR as at 30 June 2009 are Fund set out in the table below. months to 30 June 2009

Expenses Ventura Australian Opportunities Fund 0.15% Management (including Fund Fee % pa of performance For new managers or new underlying funds introduced Fund value fees) % pa of after the date of the PDS, we assume for disclosure Fund value purposes that the manager or underlying fund has Ventura Capital Stable Fund 0.85 0.13 achieved performance in line with its benchmark and Ventura Diversified 50 Fund 0.90 0.11 therefore no performance fee would be payable. Ventura Growth 70 Fund 0.98 0.11 Ventura High Growth 100 Fund 0.87 0.18 Please note, however, that past performance is Ventura Australian Shares Fund 0.95 0.11 not reliable indicator of future performance and it is impossible to accurately forecast the performance fees Ventura Australian Opportunities Fund 1.10 0.15 that will be payable. Ventura International Shares Fund 1.10 0.12 Ventura Global Opportunities Fund 1.05 0.10

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 15 Additional explanation of fees and costs Continued

Performance fee examples The entry and exit prices of a Fund are determined by adding or subtracting the transaction cost to or The following examples illustrate when performance from, respectively, the unit price. This allowance is fees may be payable in different situations. The not a fee received by us, but is paid into the Fund. examples relate to a hypothetical underlying Australian These amounts may change without notice if, for shares fund with two managers – Manager A example, transaction costs change. The updated and Manager B – each of which manages a fund information will be published on our website at www. comprising 50% of the underlying fund’s assets. venturainvestments.com.au. Manager A and Manager B have identical performance fee arrangements. The performance fee is calculated Rebates and other benefits received as 25% of the return (net of fees) of the fund above the hurdle. The hurdle in this case is the benchmark (S&P/ Russell Investments may pay Ventura a rebate as ASX 300 Accumulation Index) plus 2%. remuneration. This is not an additional charge to the Fund and is paid from Russell Investments’ fees to Ventura and forms part of the management costs Performance fees shown on page 14. Examples payable?

Both Manager A and Manager B Yes Maximum management costs and cost outperform the hurdle rate of return. changes Both Manager A and Fund outperforms its benchmark. Manager B receive a performance fee. Each Fund’s constitution allows us to charge Manager A outperforms the hurdle management costs as calculated and payable on rate of return. Yes the basis set out in the constitution. Where there is any change in the management costs of a Fund, Manager B significantly Manager A receives a we will give not less than 30 days prior notice to underperforms the benchmark. performance fee. investors. Until further notice we will charge the lower Fund underperforms its benchmark. management costs stated in this PDS, rather than Both Manager A and Manager higher management costs set out in the constitution as B outperform the hurdle rate of detailed in the table below, inclusive of the net effects return, but they both have past of GST. underperformance that has not yet No been recovered. Type of fee Maximum fee in Actual management costs Fund outperforms its benchmark. constitution p.a. charged p.a. % of Fund value % of Fund value Both Manager A and Manager B outperform the benchmark but For each Fund except for the Ventura High Growth 100 and underperform the hurdle rate of Ventura Global Opportunities Funds: No return. Management 4.1 Ranges from 0.98 -1.25, costs depending on the Fund selected Fund outperforms its benchmark. Switching fee 1.025 0 Contribution fee 4.1 0 For each of the Ventura High Growth 100 and Ventura Global Transaction costs (buy-sell spread) Opportunities Funds: Due to the nature of their investment, the Funds incur Management 2 1.05 for Ventura High Growth costs 100 Fund transaction costs. These costs are called transaction 1.15 for Ventura Global costs, or buy-sell spreads, and are ordinarily associated Opportunities Fund with the purchase and sale of a particular asset such Switching & 0 0 as shares or units. These are additional costs investors contribution fees generally would have to pay if they bought and sold the Performance 25 0 underlying securities of a Fund. fee above benchmark

16 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION IDPS Infomation

How the Funds operate

Wholesale Investors Unit prices

At our absolute discretion, we may negotiate and agree Your investment in a Fund is represented by the issue management costs individually with certain wholesale to the IDPS operator on your behalf of units in the Fund investors (as defined by the Corporations Act 2001). All in the wholesale class, class A. Each unit in the Fund other fees remain the same. Accordingly, we may waive represents a proportional interest attributable in value or rebate some of our fees to these wholesale investors to the underlying value of net assets in that unit class, so that they pay reduced fees. This is generally having regard to the total number of issued units in because they invest large amounts of money in a Fund. the class. A unit does not give you an interest in any underlying asset in the Fund. No certificates will be You may invest indirectly in a Fund as an indirect issued for investment in the Funds. investor through an IDPS operator to acquire units in the Fund on your behalf. An indirect investor does not Unit prices are based on the total value of all of the become a unitholder in the Fund and does not acquire investments in the unit class (which may rise and fall) any rights relating to the Fund. The IDPS operator less any liabilities of the unit class, and inclusive of the acquires these rights and can exercise, or decline transaction costs (or buy-sell spread). Unit prices are to exercise, rights on your behalf according to the calculated each business day and may change daily. arrangements governing the IDPS. The offer document The current unit prices can be obtained on our website for your IDPS should have further details. at www.venturainvestments.com.au.

The IDPS operator will provide you with all reporting for We have a policy for unit pricing discretions for the the Fund. Funds for the purpose of ASIC Class Order 05/26. We may exercise certain discretions that could affect the The net performance of your investment in the Fund unit prices of the Funds. The types of discretion we may be different from the information we publish, due may exercise and in what circumstances we exercise to cash flows specific to your portfolio and any fees the discretion are set out in our Unit Pricing Policy. The charged by the IDPS operator. Unit Pricing Policy is available from us free of charge upon request to Client Service or on the Ventura We may enter into a variety of arrangements with website. service providers such as IDPS operators that may involve us making payments to, and providing services Effective date of transactions to, these operators in return for the promotion of the Fund. Such payments may be one-off or on-going. Correctly completed Application Forms and withdrawal These payments to service providers are paid by us out requests that are received by us before 3.00pm of our fees and are not an additional cost to the fees Melbourne time will generally take effect on the same and costs set out in this PDS. business day. Investments in, or withdrawals from, the underlying fund each Fund invests into usually will be implemented within two business days after we receive an effective request. There may be some occasions when the processing of withdrawals and applications will be suspended, refer to the section entitled Suspension of withdrawals on the next page for more details.

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 17 18 How the Funds operate Continued

Distributions Suspension of withdrawals

For the Ventura Australian Opportunities Fund, any Under certain circumstances, we have the right to income is usually distributed half yearly within 30 suspend withdrawals of units in a Fund. These include: days after the end of June and December each year. For all other Funds, any income is usually distributed (a) the closure of a securities exchange or trading quarterly within 30 days after the end of March, June, restrictions on a securities exchange; September and December each year. (b) an emergency or other state of affairs; (c) the declaration of a moratorium in a country Distributable capital growth is usually distributed as where the Fund has investments; at 30 June. In special circumstances, such as where (d) a closure of, or restrictions on, trading in a there is a large withdrawal during a distribution period, relevant foreign market; or we may change distribution periods by notice to (e) the realisation of investments not being able to investors. Please note that, whilst generally the Funds be effected at prices which would be realised if will distribute income as specified above, there is investments were sold in an orderly fashion over a no guarantee that income will be available for each reasonable period in a stable market. distribution period. All outstanding withdrawals which fall within that period Distributions are usually paid within four weeks after the of suspension shall be effected within five Business end of a distribution period. The distributable income Days after the suspension ceases, and any withdrawal of the Fund is payable to investors on a proportionate request received during the period of suspension is basis, i.e. the investor’s income entitlement is the deemed to be received on the first Business Day after fraction of the total Fund income attributable to a unit the suspension ceases. class determined by the number of units held by the investor in the unit class over all issued units in the The responsible entity may stagger withdrawal requests class. over several days in the proportions it determines. This would happen typically where there are a large number As distributions are a component of the unit price, of redemption requests received on a particular day. the unit price normally falls following a distribution. Investors who acquire units just before a distribution There may be a delay in processing withdrawal or may receive some of their investment capital back application requests immediately after the end of a immediately as income. Conversely, investors who distribution period, when unit pricing is suspended dispose of units just before a distribution may effectively pending processing of the distribution. turn income into capital.

Withdrawals

You can only withdraw through your IDPS operator in accordance with their terms and conditions.

18 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Taxation information

The taxation information set out below is a brief guide generally reduce the cost base of your investment upon based on our interpretation of current law at the date withdrawal for capital gains purposes. of this PDS. The levels and basis of tax may change in future. As the information is provided as a general Foreign income overview of tax law only, we recommend that you seek professional tax advice specific to your circumstances A Fund may derive income from sources outside before investing. Australia. Your share of the income will be treated as foreign income in your hands. You may be entitled to a Tax position of the Funds foreign tax credit for any foreign tax paid by the Fund on the income. All taxable income of a Fund including net capital gains, is distributed to investors each year. This means that Foreign Investment Funds under existing Australian tax law, the Fund is not liable for income tax. A Fund may invest in foreign companies or trusts that are ‘foreign investment funds’ (FIF) for Australian tax Australian resident investors purposes. Our investment strategy aims to minimise the impact of the FIF regime on the Fund. Nevertheless, the net income distributed to you may include Tax on distributions unrealised income and gains accumulating from these investments. Your share of distributions from a Fund for a financial year is part of your assessable income for the year and will be subject to tax at your marginal tax rate. This is Taxation of Financial Arrangements (TOFA) the case whether or not your distribution is reinvested regime or if the distribution is received by you in the following financial year. Distributions can be made up of: income The Tax Laws Amendment (Taxation of Financial including dividends, interest and foreign income; net Arrangements) Act 2008 (TOFA) may apply new tax capital gains from the sale of Fund assets; and tax rules to certain “financial arrangements”. Subject credits, such as franking credits attached to dividends to transitional rules, the TOFA rules apply only to and credits for tax paid on foreign income. arrangements entered into after the income year starting on or after 1 July 2010. We are currently Subject to various anti-avoidance rules, you can use working to ascertain the impact of the TOFA rules on the credits distributed to you to reduce your tax liability the Funds. on your share of the Fund distributions or against your other assessable income. Excess franking credits may Non Australian resident be refundable in certain circumstances. investors Tax on withdrawals We recommend that non-resident investors Partial or full withdrawals from a Fund, including seek professional tax advice for their particular switching or the withdrawal of units to meet adviser circumstances prior to investing in a Fund. Tax at the service fees, are treated as a disposal for tax purposes prescribed rate will be withheld from distributions to and you may be subject to capital gains tax (“CGT”). non-residents to the extent the distributions comprise If you are an individual and you hold an investment in Australian sourced income or certain capital gains. the Fund for more than 12 months, as an individual you may be entitled to reduce your CGT liability by Goods and Services Tax 50% and other tax payers (for example, complying superfund), may be entitled to a 33% CGT concession. The Goods and Services tax (GST) is not applied to the application for or withdrawal of units in a Fund. A capital loss of an investor may be used to offset However, it is included in management costs. The Fund capital gains of the investor. The receipt of tax free or is entitled to claim Reduced Input Tax Credits from the tax deferred distributions (such as returns of capital) Tax Office for 75% of the GST included in these costs. may not need to be included in your tax return but will

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 19 20 Investor information

Constitutions relation to managed investment schemes and the Fund’s constitutions. The compliance plan is designed The Funds were established by constitutions each to document compliance risks and the monitoring dated 12 February 2002, except for the Ventura High process, and to provide a basis for compliance Growth 100 and Ventura Global Opportunities Funds, adherence and auditing. The compliance plan has been which constitutions are dated 1 December 2007 and lodged with ASIC and is independently audited. for the Ventura Australian Opportunities Fund, which constitution is dated 6 January 2005. The constitutions, Cooling off period together with the Corporations Act, sets out the legal rights, duties and obligations of the responsible entity You should consult your IDPS operator about any and investors of a Fund and include: cooling off rights you may have.

■■ the rights, interests and liabilities of investors; Updated information ■■ the duties and obligations of the responsible entity; ■■ investment, valuation and borrowing powers; Investors can obtain a copy free of charge of the ■■ fees and recoverable expenses; following documents: ■■ unit issue and withdrawal procedures; ■■ convening and conduct of investor meetings; ■■ the annual financial report most recently lodged ■■ the duration and termination of the Funds; with ASIC for a Fund; ■■ right to Fund distributions; and ■■ any half-yearly financial report lodged with ASIC ■■ right to a limitation of liability of unitholders to the for the Fund after lodgement of the annual issue price of units (however, the effectiveness financial report and before the date of the PDS; of this limitation have not been tested before and superior courts). ■■ any continuous disclosure notices given by the Fund after lodgement of the annual report and However, remember that when you invest through an before the date of this PDS. IDPS you do not become an investor in a Fund, the IDPS operator does on your behalf. The constitution We expect the Funds will be disclosing entities under allows for more than one class of units to be offered the Corporations Act and be subject to regular to investors. There are currently two classes of units in reporting and disclosure obligations. Copies of each Fund (except for the Ventura High Growth 100, documents lodged with the ASIC for the Funds may be Ventura Australian Opportunities and Ventura Global obtained from, or inspected at, an ASIC office. Opportunities Funds which only have wholesale units), retail and wholesale. This PDS relates to wholesale Information about a Fund, such as Fund performance, units. is subject to change from time to time. You can obtain a copy of this information free of charge by contacting We may vary the constitution of a Fund if the variation Client Service on 1300 738 421 Monday to Friday does not adversely affect investors’ rights or otherwise between 9.00am and 5.30 pm Sydney time (excluding the variation must be approved by 75% of votes cast NSW public holidays) or by referring to our website, by investors in the Fund, the investor being in this case www.venturainvestments.com.au. the IDPS operator. Any information regarded as a material change to, or This PDS contains only a summary of some of these having a material impact on, a matter referred to in this provisions and should, in this respect, be seen only as PDS will be updated by the issue of a supplementary or a guide. The constitution is lodged with ASIC. replacement PDS as required by the Corporations Act. Compliance plans

We have established a compliance plan for each Fund to ensure compliance with the Corporations Act in

20 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Other information

Right to change terms and conditions Enquiries, complaints resolution and privacy We reserve the right to change the terms and conditions set out in this PDS by giving not less than Your IDPS operator can provide you with reports on the 30 days written notice to investors in a Fund. If you progress of the Fund. withdraw before the date on which the change takes effect, you will not be bound by the changes. In the case of complaints, please contact your IDPS operator. If the issue remains unresolved you should Related party and other interests contact the complaints scheme of which the IDPS operator is a member. The Directors of the responsible entity or Ventura may invest from time to time in a Fund on the same basis We do not collect or hold any personal information as other investors in the Fund. The Directors may also about you in connection with your investment in hold shares in Ventura. the Fund. You should contact your adviser or IDPS operator for details on the collection, storage, use and Professional Investment Holdings Limited is a disclosure of personal information. shareholder of the responsible entity. The Funds or Ventura may use the services provided by companies Consent related to the responsible entity on arm’s length terms. Russell Investments consents to the information about Rights of the responsible entity it included in this PDS presented in the form and context in which it appears and has not withdrawn that As responsible entity, we may rely on the advice of consent prior to the issue of this PDS. barristers or solicitors and information supplied by bankers, accountants, valuers and other experts.

We are not liable to any investor for making tax or similar payments. We may accept or decline all or part of an application without giving any reason. We are entitled to be indemnified out of the property of a Fund for any liability incurred by us in properly performing any of our duties or exercising any of our powers concerning the Fund or attempting to do so. We are not liable to investors in the Fund to any greater extent than the assets held in the Fund except to the extent of any negligence, default, breach of trust or duty of the responsible entity.

We may retire as responsible entity of a Fund effective on appointment of the new responsible entity of the Fund. Any retirement and appointment of a replacement responsible entity must be in accordance with the constitution of the Fund and the Corporations Act.

Ventura recently took over the role of responsible entity for the Funds from Russell Investments under an agreement between Ventura and Russell Investments. Russell Investments remains the investment manager of the Funds, so that this change does not affect the investment management of the Funds. Ventura fulfills the duties and roles of the responsible entity.

VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION 21 22 Glossary

AFSL means an Australian Financial Services Licence. Fund value means the total value of assets held by a Fund. ASIC means the Australian Securities and Investments Commission. responsible entity means Ventura Investment Management Ltd. benchmark means an index or other market measurement investors can use to assess return means the amount of money received from the risk and performance of a Fund. The benchmark for an investment in a Fund, usually expressed as a the Ventura Australian Shares and Ventura Australian percentage. Opportunities Funds is the S&P/ASX 300 Accumulation Index, for the Ventura International Shares Fund, the Russell Investments means Russell Investment MSCI World Net Dividends Reinvested Accumulation Management Ltd. Index and for the Ventura Global Opportunities Fund, the MSCI World Net Dividends Reinvested transaction costs (buy/sell spread) means an Accumulation (Hedged) Index. amount paid into a Fund representing the costs of purchase or sale of the assets of the Fund to allow business day means a day other than a Saturday or these costs to be borne by the investors initiating Sunday on which banks are open for general banking the Fund transaction through the issue or withdrawal business in Melbourne and any reference to time of units, rather than being borne by the investors unless expressly indicated otherwise means that time in generally. Melbourne (where the Registry is located). underlying fund means a fund through which a Fund Estimated ICR means the estimated total obtains its exposure to the underlying assets. The management costs of a Fund, including management underlying fund may be domiciled in Australia or in fees and expenses, and including the management another jurisdiction. fees and expenses (including performance fees) of Russell Investments and the underlying funds or underlying manager means the investment manager underlying managers where they are known. As the of an underlying fund. ICR is calculated retrospectively each 30 June, the ICR used in this PDS to disclose the current total unit means a fully paid ordinary unit in a Fund. management costs is referred to as the Estimated ICR, as actual management costs and expenses of the Ventura means Ventura Investment Management Ltd. underlying managers and underlying funds may differ from the previous financial year. Ventura Diversified Funds means the Ventura Capital Stable Fund, Ventura Diversified 50 Fund, Ventura Fund means the Ventura Capital Stable Fund, Ventura Growth 70 Fund and Ventura High Growth 100 Fund. Diversified 50 Fund, Ventura Growth 70 Fund, Ventura High Growth 100 Fund, Ventura Australian Shares Ventura Sector Funds means the Ventura Australian Fund, Ventura Australian Opportunities Fund, Ventura Shares Fund, Ventura Australian Opportunities Fund, International Shares Fund and the Ventura Global Ventura International Shares Fund and the Ventura Opportunities Fund, collectively referred to as the Global Opportunities Fund. Funds. volatility means the amount or percentage by which an asset price rises or falls over a time period.

22 VENTURA INVESTMENT PROGRAM PRODUCT DISCLOSURE STATEMENT - IDPS VERSION Internet Address www.venturainvestments.com.au