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i Capital International Value Fund ARSN 134 578 180
Product Disclosure Statement Issue Number 1 Dated 9 April 2009 Capital Dynamics (Australia) Limited ABN 53 129 846 260 AFSL 326283 Directory Auditor of the Fund PricewaterhouseCoopers The Fund Darling Park Tower 2 i Capital International Value Fund 201 Sussex Street ARSN 134 578 180 Sydney NSW 2000 AUSTRALIA
Responsible Entity, Issuer and Fund Manager Solicitors Capital Dynamics (Australia) Limited Block Legal & Compliance ABN 53 129 846 260 ABN 61 102 277 092 AFSL No 326283 Suite 2007 Level 1, 61 York Street Level 20 Sydney NSW 2000 109 Pitt Street AUSTRALIA Sydney NSW 2000 Tel: 1300 798 655 (Australia only) AUSTRALIA Tel: +61 2 8280 7757 (International) Website: www.capitaldynamics.com.au None of the above guarantee the Email: [email protected] repayment of capital or the performance of the Fund offered for subscription in this PDS. Custodian and Administrator BNP Paribas Fund Services Australasia Pty Ltd Investor Enquiries ABN 71 002 655 674 You can obtain information about AFSL 241080 investing in the Fund or the value of your Level 6, BNP Paribas Centre investment by calling us. Please quote 60 Castlereagh Street your allocated Unitholder number (if Sydney NSW 2000 applicable) in any communication. AUSTRALIA
Registrar
Link Market Services Limited ABN 54 083 214 537 Level 12, 680 George Street Sydney NSW 2000 AUSTRALIA
1 IMPORTANT NOTE
This Product Disclosure Statement (“PDS’’) dated 9 April 2009 has been prepared and issued by Capital Dynamics (Australia) Limited (“Responsible Entity, Fund Manager, we or us”), in its capacity as responsible entity of the i Capital International Value Fund (the “Fund”).
The information contained in this PDS is general information only and does not take into account your individual objectives, financial situation, needs or circumstances. It is not intended to be a recommendation by the Responsible Entity, any associate of the Responsible Entity or any other person to invest in the Fund. Before investing in the Fund you should seek independent advice to ensure this is appropriate for your particular financial objectives, needs and circumstances.
The Responsible Entity does not guarantee the success, repayment of capital or any rate of return on income or capital or investment of the Fund, nor the investment performance of the underlying markets or instruments. Past performance is no indication or guarantee of future performance.
Units in the Fund are offered and issued by the Responsible Entity on the terms and conditions described in this PDS. All Unitholders shall be bound by the contents of this PDS. The information in this PDS is current as at 9 April 2009, and we reserve the right to change these terms and conditions. Notice will be provided before or as soon as practicable after the change occurs, and in particular at least 30 days’ notice would be provided to Unitholders of any increase in fees (see Section 7). Information which is not materially adverse information is subject to change from time to time. The updated information can be obtained by calling us or may be accessed from our website at www.capitaldynamics. com.au. We will send you a paper copy of the updated information on request. We reserve the right to withdraw the offer or invitation to subscribe for Units and withdraw this PDS. Where changes are material, a supplementary or replacement PDS shall be issued.
This PDS does not constitute an offer or invitation in any place outside Australia where or to any person to whom it would be unlawful to make such an offer or invitation. The distribution of this PDS (electronically or otherwise) in any jurisdiction outside Australia may be restricted by law and persons who come into possession of this PDS should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable law.
If you received this PDS electronically, we will provide a paper copy free of charge upon request during the life of this PDS.
2 CONTENTS
1 PURPOSE AND CONTENTS OF THIS
PRODUCT DISCLOSURE STATEMENT (“PDS”)...... 5
2 FUND SUMMARY...... 5
3 THE i CAPITAL INTERNATIONAL VALUE FUND...... 7
3.1 Investment Strategy...... 7
3.2 Investment Philosophy...... 7
3.3 Authorised Investments...... 9
3.4 Labour Standards or Environmental, Social or Ethical Considerations...... 9
3.5 Performance History...... 10
4 THE RESPONSIBLE ENTITY AND FUND MANAGER...... 10
5 SIGNIFICANT BENEFITS...... 12
6 SIGNIFICANT RISKS...... 12
7 FEES AND EXPENSES...... 15
7.1 Summary Table of Fees and Other Costs...... 16
7.2 Example of Annual Fees and Costs...... 17
7.3 Additional Explanation of Fees and Costs...... 18
7.3.1 Maximum Fees...... 18
7.3.2 Management Costs...... 18
7.3.3 Performance Fee...... 19
7.3.4 Special Request and ‘User Pays’ Fees...... 20
8 INVESTOR INFORMATION...... 21
8.1 Applications...... 21
8.2 Cooling Off...... 21
8.3 Redemptions...... 22
8.4 Income Distributions...... 22
8.5 Unit Price Calculation...... 23
8.6 Transfer of Units...... 23
8.7 Reporting...... 23
8.8 Reporting Requirements and Copy of Documents...... 23
3 8.9 Notice of Election to Receive Annual Reports...... 24
8.10 Authorised Representative Appointment...... 24
8.11 Changing Address, Payment Instructions or Other Details...... 25
8.12 Complaints and Dispute Resolution...... 25
8.13 Privacy and Personal Information...... 26
8.14 Anti-Money Laundering...... 27
8.15 Social Security...... 27
9 TAXATION...... 27
9.1 Taxation of the Fund...... 28
9.2 Taxation of Resident Unitholders...... 28
9.3 Taxation of Non-Resident Unitholders...... 29
9.4 Goods and Services Tax (GST)...... 29
9.5 Tax Indemnity...... 30
10 CONSTITUTION AND GOVERNING AGREEMENTS...... 30
10.1 Constitution...... 30
10.2 Compliance Plan...... 32
10.3 Custodian and Administrator...... 32
10.4 Registrar...... 32
10.5 Auditor ...... 33
10.6 Unitholder’s Liability...... 33
10.7 Winding up of the Fund...... 33
10.8 Regulatory Information...... 33
10.8.1 Consents and Disclaimers...... 33
10.8.2 Disclosure of any relevant conflicts of interest...... 34
11 KEY TERMS & GLOSSARY...... 34
12 HOW TO INVEST...... 35
12.1 Completing the Application Form...... 35
Application Form...... 41
4 1 Purpose and Contents of this Product Disclosure Statement (“PDS”)
This PDS is designed to provide you with important information to assist you in deciding whether to invest in the i Capital International Value Fund (the Fund). Please read all sections of this PDS carefully before deciding to invest in the Fund. If you decide to invest in the Fund, you should retain this PDS for future reference as it contains a summary of the key features of, and the terms and conditions which apply to, your investment. For further information please contact us. Some words used in this PDS have special meanings which are set out in the Key Terms & Glossary in Section 11.
2 Fund Summary
This is a summary. For more information, please refer to the relevant sections of this PDS. You should read the entire PDS before making any decision to invest. If you have any questions speak to your financial adviser, accountant or other professional adviser or contact us.
Fund Fund The i Capital International Value Section 3 Fund ARSN 134 578 180 is an open-ended registered managed investment scheme which invests in listed securities in Australia and globally. Investment strategy The investment strategy is to seek Section 3.1 capital appreciation while reducing the margin of error. Fund investments The Fund will invest primarily in listed Section 3 securities globally. Investing in the Fund Minimum initial $20,000 Section 8.1 investment Minimum additional $2,000 Section 8.1 investment Application Deadline For the Initial Offer Period, the Section 8.1 Application Deadline is 5.00p.m. Glossary (Section 11) (Eastern Standard Time) 5 Business Days prior to the last Business Day of the Initial Offer Period. Monthly, the Application Deadline is 5.00 p.m. (Eastern Standard Time) 5 Business Days prior to the last Business Day of a month.
5 Redemption Deadline Units may only be redeemed after Section 8.3 they have been held for a period of Glossary (Section 11) at least 1 year (365 days) from their date of issue. Notice of withdrawal must be received 2 months before the end of the calendar quarter. Unit Price The Fund has a variable Unit Price. Section 8.5 The Unit Price is the current net asset value per Unit, calculated monthly. During the Initial Offer Period the Application Price is $1.00. Income distributions Distributions shall be made annually Section 8.4 as at 30 June each year. Transfers You are able to transfer your Units. Section 8.6 Fees and Charges Contribution Fee Nil Section 7.1 Withdrawal Fee Nil Section 7.1 Management Fee The management fee is 1.5375% Section 7.1 p.a. of the net asset value (inclusive of GST less RITC) of the Fund calculated monthly and paid quarterly in arrears. Performance Fee 20.5% of performance above the Section 7.1 Performance Fee Hurdle Rate (inclusive of GST less RITC), but the performance fee is only payable if the annualised performance for the period is greater than 6% p.a. on a compound basis from the end of the Initial Offer Period (Performance Fee Benchmark). Calculated and accrued monthly and paid annually. Performance Fee 6% p.a. Section 7.3.3 Hurdle Rate Other information Significant benefits • Potential for income and capital Section 5 appreciation; • No contribution or withdrawal fees; • Specialist knowledge and monitoring; and • No short-selling, derivatives or borrowings.
6 Significant risks All investments involve a certain Section 6 amount of risk. Information about some of the risks associated with this investment is set out in Section 6. Taxation and social Acquiring, holding and disposing of Sections 8.15 and 9 security Units can have important taxation and social security implications for investors. Tax and social security requirements are complex and you should obtain professional advice on your circumstances. Cooling off period Only retail investors have a Section 8.2 cooling off period in relation to an investment in the Fund. Dispute resolution The Fund has an established policy Section 8.12 for dealing with complaints and is a member of an external dispute resolution scheme.
3 The i Capital International Value Fund
The Fund is an unlisted registered managed investment scheme. The Fund pools your investment with those of other Unitholders and invests in listed securities globally.
The Fund is a global equities fund which can have more than one class of Units. The Units being offered under this PDS are offered to retail and wholesale investors.
The investment objective of the Fund is to hold its investments for the long term.
3.1 Investment Strategy
The investment strategy is to seek capital appreciation while reducing the margin of error. This is achieved with a rigorous, innovative yet well-defined value investing philosophy. This seeks to ensure that the main guiding principle of having a margin of safety is adhered to.
3.2 Investment Philosophy
There are various investment approaches which are applied by investors worldwide. Nevertheless, the concern of investors is the ability of fund managers to identify or if necessary, modify and adapt a suitable approach/method to suit the investing environment and the needs of their clients. Backed by our innate understanding of the global economy and the various stockmarkets and our familiarity with the different methods of investment
7 analysis, the Capital Dynamics group has the knowledge and experience in modifying and adapting the various investment methods to suit the investing environment and the investment objectives.
We term our investment philosophy as “Intelligently Eclectic”. It is primarily based on the time-tested value investing philosophy. We will select a company where there is a disparity between the company’s market price and its intrinsic value. Guided by Benjamin Graham’s famous counsel, “Investing is most intelligent when it is most business-like”, the vital goal is to determine the company’s value and what is driving the valuation. Value investing is neither a one-decision approach nor is it a buy-and-hold strategy.
Unlike conventional value investing, we adapt our value investing philosophy, incorporate key macro-economic factors and take into account the country that the Fund is investing in when we invest globally.
Our research and experience tell us that different countries and stockmarkets with different economic, political and corporate structures may demand different investment approaches. In some equity markets for example, value investing in the conventional sense can be used to the exclusion of other methods while in others, a macro, top-down bias may be more suitable. When investing globally, we recognise that this will involve developed as well as emerging economies.
We believe that incorporating key macro-economic variables and structures into our investment philosophy plays an essential part in our value investing framework. The objective is to obtain a sound investment framework that allows us to have a clear perspective of how economies, markets and sentiment interact and how this interaction influences the Fund’s investments. We believe that our “Intelligently Eclectic” value investing philosophy provides us with an edge in identifying investment opportunities for the Fund.
The Fund will primarily invest in a managed portfolio of securities, which includes shares, stocks, warrants and bonds, issued by companies listed on/in the in stockmarkets/countries shown in table 1, as the same may be revised by the Fund Manager at its discretion from time to time. The Fund may also invest in fixed income investments in order to have funds available for general Fund purposes.
8 Table 1: The Fund may invest in securities listed on/in the following stockmarkets/ countries:
Oceania Asia Europe Australia China Austria New Zealand Hong Kong Belgum India Denmark North America Indonesia Finland Canada Japan France Mexico Korea (South) Germany NASDAQ Malaysia Greece NYSE Pakistan Ireland South America Phillipines Italy Brazil Singapore Luxemburg Chile Sri Lanka Netherlands Africa Taiwan Norway South Africa Thailand Portugal Turkey Russia Vietnam Spain Sweden Switzerland United Kingdom
3.3 Authorised investments
The Constitution allows us to make a wide range of investments and also gives us broad investment powers including the ability to borrow funds. However, the Fund will invest primarily in listed securities globally. Some fixed income securities will also be held by the Fund.
Whilst the Constitution allows the Fund to borrow, the Fund will only borrow on a short term basis for settlement purposes.
Fund assets are not permitted to be invested in or lent to the Responsible Entity, or any associate of the Responsible Entity.
3.4 Labour Standards or Environmental, Social or Ethical Considerations
Please note that labour standards or environmental, social or ethical considerations are not factors taken into account in the selection, retention or realisation of the Fund’s investments.
9 3.5 Performance History
As the Fund is offered for the first time under this PDS dated 9 April 2009, there is as yet, no historical performance available.
4 The Responsible Entity and Fund Manager
The Responsible Entity and Fund Manager is Capital Dynamics (Australia) Limited.
Capital Dynamics (Australia) Limited (CDAL) obtained its AFSL in December 2008. CDAL is a Sydney-based fund manager investing globally and was set up with the aim of providing investors with the proven investment success of the Capital Dynamics group. The philosophy of the group is based on the 3 “I”s, that is, Independence, Intelligence and Integrity. The group also has fund management and investment advisory operations in Singapore and Kuala Lumpur. CDAL practises and recognises the importance of Independence, Intelligence and Integrity in the provision of its services.
Independence of thought and action comes naturally at CDAL. This is because CDAL is not associated with any stock broking companies, commercial and investment banks and government or political organisations, allaying any conflicts of interest. With a clear focus, its efforts are concentrated on providing the best possible investment management services.
CDAL does not act on tips, rumours or hearsay but only on intimate knowledge of investments, based on rational and objective research and analysis.
While it sounds abstract, CDAL believes that integrity will in the long run show in the investment returns of the Fund.
Anchored on the values of these 3 “I”s, the Capital Dynamics group has gradually and successfully built up its recognition and reputation in the investment industry within the Asia Pacific region.
In 2006, the Capital Dynamics group achieved a major milestone when it established Capital Dynamics (S) Pte Ltd (CDPL) in Singapore. As a global fund manager, CDPL has delivered a market beating performance up to 31 December 2008. In July 2007, CDPL launched the i Capital Global Fund (ICGF), an open-end global fund that has outperformed the Morgan Stanley All Country World Index (MXWD) and the Morgan Stanley World Indices (MXWO), by a substantial margin on a consistent basis up to 31 March 2009.
As a fund manager, the Capital Dynamics group has since its inception been a firm believer in value investing. For the Malaysia-focused investments, this is done through Capital Dynamics Asset Management Sdn Bhd (CDAM). Licensed as a fund manager since 1997, CDAM has been delivering consistently superior returns to its clients up to 31 December 2008. Up to 31 December 2008, CDAM, in managing the funds of its segregated
10 accounts, has beaten the Kuala Lumpur Composite Index (KLCI) every single year since its inception.
The performance of icapital.biz Berhad (ICAP), the only closed-end fund listed on Bursa Malaysia and managed by CDAM, has also outperformed the KLCI.
Capital Dynamics Sdn Bhd (CDSB) was set up in 1988 to provide investment advisory services through i Capital, its flagship publication. As Malaysia’s first independent licensed investment adviser, CDSB provides quality, independent, and objective research and analysis and has been continuously involved in the same business for the last twenty (20) years, supported by a following of loyal subscribers. Its investment portal, www.icapital.biz, was launched in 2002.
We have outsourced certain aspects of the Fund’s operations including the custody of assets, the administration of the Fund, investor related services including the maintenance of the register of Unitholders and the processing of applications, redemptions and distributions.
Directors’ Profiles
Tan Teng Boo
Tan Teng Boo, 55 years old, is the founder and Managing Director of Capital Dynamics (Australia) Limited. He also founded and is the Managing Director of Capital Dynamics Sdn Bhd (CDSB), Capital Dynamics Asset Management Sdn Bhd (CDAM) and Capital Dynamics (S) Private Limited (CDPL). He is, either directly or indirectly, the controlling shareholder and the managing director of each of the four companies in the Capital Dynamics group.
CDSB, CDAM and CDPL under the helm of Tan Teng Boo have attracted both local and foreign investors who have benefited from his experience. He has successfully steered the Capital Dynamics group to become one of the region’s leading independent investment adviser and fund manager whose funds under management have consistently outperformed the benchmark indices. Namely the ICGF has outperformed the Morgan Stanley All Country World and Morgan Stanley World Indices by a wide margin up to 31 March 2009 and the individually managed accounts and ICAP have outperformed the Kuala Lumpur Composite Index by a wide margin up to 31 December 2008.
As Managing Director, he has grown the assets under management of the Capital Dynamics group to a portfolio value of approximately US$190 million as at 31 December 2008. All the funds of CDPL, including that of the i Capital Global Fund, are managed by him as the fund manager’s representative. All the funds of CDAM, including that of icapital.biz Berhad, are also managed by him as the fund manager’s representative of these companies.
Tan Teng Boo graduated with an honours degree in Economics from Sussex University in 1977.
11 Andrew Slattery
Andrew Slattery is a Chartered Accountant. He has worked in Chartered Accounting practices since 1986, including at Elliott House Chartered Accountants since 1995, the last 7.5 years as a director.
Simon Meagher Dorahy
Simon Dorahy has been a Partner of Elliott House Chartered Accountants since April 2000. He is also a Certified Financial Planner, and has been an Authorised Representative of Securitor since April 1999. He heads Elliott House Financial Services which provides financial planning and investment structure services to a range of clients, and has Funds Under Administration of $5million as at 31 December 2008.
Elliott House performs administration duties for over 100 Self Managed Superannuation Funds, with funds of approximately $70million as at 31 December 2008.
5 Significant Benefits
Some of the benefits which can be obtained by investing in the Fund include the following: • capital appreciation – the Fund aims to provide long-term capital appreciation; • no contribution or withdrawal fees; • no short-selling, derivatives or borrowings; • specialist knowledge and monitoring – professional investment management expertise allows us to research and monitor the markets; • income – you may receive income from your investment in the form of annual distributions.
6 Significant Risks
Prior to making an investment decision, it is important to ascertain your investment objectives and the level of risk with which you are comfortable. Factors which may impact this decision include: • your investment timeframe; • your need for a regular income stream and/or capital growth; and • your tolerance for risk and/or volatility.
12 The performance of a managed investment scheme depends upon the performance of its investments. Unit values reflect the market value of the assets of the Fund, and consequently may rise or fall in line with market variations. All securities and related investments risk the loss of capital. No guarantee or representation is made that the Fund’s investment objective will succeed or that any particular performance of the Fund or the Units will be achieved. However, investors should be aware that the value of their investments will rise and fall depending on the value of the underlying investments. The list of significant risks below should be carefully evaluated before making an investment in the Fund. The significant risks listed below cannot be regarded as an exhaustive list of all risks involved in investing in the Fund.
Before investing in the Fund, you should take into account your personal tolerance for risk and/ or volatility and how the potential risks of an investment in the Fund may affect you.
Company Specific Risk
There may be instances where a company will fall in price (or rise in price) because of company specific factors (for example, where a company’s major product is subject to a product recall). The value of investments can vary because of changes to management, product distribution, investor confidence, internal operations or the company’s business environment.
Investment Selection Risk
The Fund Manager may make poor investment decisions resulting in sub-standard returns (for example, where the Fund Manager takes a position and gains exposure to a company that significantly underperforms relative to other companies).
Foreign Law/Regulatory Risk
The Fund will have investments in foreign markets including emerging markets with different legal and regulatory systems. An investment in the Fund may therefore be exposed to a greater risk through changes in law and regulatory policy than a fund that invests only in Australian assets.
Liquidity Risk
There is a risk that in certain circumstances, redemptions from the Fund may be suspended. These circumstances may occur as a result of illiquidity in the markets of the underlying investments so that it is difficult or impossible to liquidate a position in those market conditions in order to fund withdrawal requests. If there is a significant change in the price of an underlying security over a short period of time, it may be difficult or even impossible to close out a position, and the placement of stop-loss or stop- limit orders may not necessarily limit losses to the amount specified. 13 Market Risk
This is the risk that the markets move in a direction not anticipated. Market conditions can and do impact the value of the Fund’s investments, and are affected by a range of factors including economic developments, political events, terrorism, natural disasters, interest rate movements, legislative changes, technology developments and market sentiment. In addition there is the risk that events may cause the underlying security to be suspended from trading or have their quotation withdrawn from the exchange on which they are traded. This may affect our ability to execute or settle transactions on behalf of the Fund.
International Risk
The Fund may invest in shares listed in/on countries/exchanges outside Australia. Such investments are usually denominated in the currency of the country in which the investment takes place and therefore profits and losses are subject to foreign exchange risk. Exchange rules and laws in other countries are different to those of Australia and risk will arise where those rules or laws impact adversely on the Fund’s investment activities in those countries.
Foreign Exchange risk
Units in the Fund are denominated in Australian dollars. However, investments in which the Fund may invest may be denominated in other currencies. Fluctuations in the exchange rate between the Australian dollar and other currencies may impact the value of your investment.
Concentration Risk
Fund investments may be concentrated in a particular asset category or a particular sector which may cause a larger fluctuation in the value of the underlying investments than if they were more diversified.
Investing in fixed interest risk
Generally, a fall in interest rates will reduce the income generated by fixed income securities held by the Fund. There is a risk that the issuer of the securities will not be able to meet principal and interest payments as and when they become due. A rise in interest rates will affect adversely the value of fixed income securities.
Legal/Regulatory Changes and Taxation Risk
Relevant changes to laws or their interpretation including taxation laws, corporate regulatory and money laundering laws could have a negative impact on the Fund’s returns.
14 General Risks
1. You could receive back less money than you initially invested and there is no guarantee that you will receive income;
2. Underlying Security Risk – financial markets, such as stockmarkets, can change rapidly. Prices depend on a number of factors including for example, interest rates, demand and supply, actions by the company or entity concerned and actions of governments. In some cases, underlying securities may be suspended from trading or have their quotation withdrawn from the exchange where they are traded;
3. Fund Risk – risks to the Fund include the possibility of termination or replacement of the Responsible Entity or change in investment professionals or the risk of the Responsible Entity being unable to operate as a result of a regulatory impediment such as the Responsible Entity ceasing to hold an Australian financial services licence or the Responsible Entity ceasing to exist; and
4. Macro-economic Risk – the general state of the Australian and global economies as well as changes in taxation policy, monetary policy, interest rates, currency exchange rates and statutory requirements are some of the factors which may influence the progress of financial markets.
7 Fees and Expenses
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 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.
15 7.1 Summary Table of Fees and other Costs
The following table shows the fees and other costs that you may be charged. These fees and costs may be deducted from your money or from the returns on your investment or from the Fund assets as a whole.
Taxes are set out in another part of the document – please refer to Section 9.
Please 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 and out of the Fund Establishment Fee Nil Not applicable The fee to open your investment. Contribution (Application) Fee Nil Not applicable The fee on each amount contributed to your investment. Withdrawal (Redemption) 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. Management Costs Any accrued fees and costs are reflected in the Fund’s Application and Redemption Prices. The fees and costs for managing your investment. Management and Administrative Estimate: The expenses Expenses are payable or 0.2921 – 0.6567% per reimbursable out The fees and costs for operating the annum of NAV or $2.921 - of the assets of Fund. They include administration $6.567 per $1,000 invested the Fund as and and other expenses incurred in (depending on availability when they arise. operating the Fund (e.g. custodian of RITC). fees, audit, compliance, accounting, insurance). These fees comprise both fixed fees and a percentage of total assets under management. Management Fee 1.5375%p.a. of the net asset The management value of the Fund which fee accrues The fee for managing your equates to $15.375 for monthly and is investment. every $1,000 invested. paid quarterly in arrears.
1 Unless otherwise stated amounts specified are stated inclusive of GST less RITC. For information on the impact of GST see section 9.4.
16 Performance Fee 20.5% of performance The performance above the Performance Fee fee is calculated The fee for superior performance Hurdle, but the performance and accrued achieved in managing your fee is only payable if the monthly and paid investment. annualised performance for annually in arrears. the period is greater than 6% p.a. on a compound basis since the end of the Initial Offer Period. Service Fees2 Investment Switching Fee Nil Not applicable. The fee for changing investment options.
7.2 Example of Annual Fees and Costs
This example will help you understand the initial and ongoing fees you would expect to pay by investing in the Fund. It does not take into account your personal circumstances and market movements. The actual ongoing fees will depend on factors including the number of applications, your account balance and the investment returns during the year.
This table gives an example of how the fees and costs for this Fund can affect your investment over a 1 year period. You should use this table to compare the Fund with other managed investment products.
Please note that this is an example for illustrative purposes only. It may not represent the actual fees as these are dependent on the Fund’s performance. We do not guarantee the Fund’s performance based on these examples.
You may elect to automatically reinvest income distributions in additional Units.
EXAMPLE BALANCE of $50,000 WITH TOTAL CONTRIBUTIONS OF $5,000 DURING YEAR: Contribution Fees Nil For every $5,000 you put in, you will be charged $0. PLUS 1.8296% - 2.1942 %p.a. AND for every $50,000 you have in the Fund you will be charged Management costs $914.8125-$1,097.10 each year.
2 See Special Request and ‘User Pays’ Fees in section 7.3.4 in the “Additional Explanation of Fees and Costs”.
17 EQUALS Cost of fund In addition, a If you had an investment of $50,000 Performance Fee may at the beginning of the year and you be payable. put in an additional $5,000 during the year, you would be charged fees of from: $941.1312 - $1206.075* What it costs you will depend on the investment option you choose and the fees you negotiate with your fund or financial adviser.
7.3 Additional Explanation of Fees and Costs
7.3.1 Maximum Fees
Under the Constitution we are entitled to charge the following maximum fees (not including GST): • Management Fee of 1.5% of the NAV of the Fund; and • Performance Fee of 20% of performance above the Performance Fee Hurdle Rate but only if that performance exceeds the Performance Fee Benchmark.
The Fund may be required to pay GST included in management and other fees and expenses. Unless otherwise stated, fees and charges quoted in this PDS are inclusive of GST and take into account any available RITC. See section 9.4.
7.3.2 Management Costs
In addition to the management fee and the performance fee (if any), management and administrative expenses of the Fund are paid by the Fund.
These expenses include, any amounts payable for administering the Fund, administration fees, custodial fees, distribution costs, any performance fee charged, reimbursements, investment costs and any other amounts deducted by way of fees, costs, charges or expenses.
3 Management costs include the management fee, investment expenses, custody fees and other expenses incurred in administering the Fund.
4 These figures are an estimate.
* *The amount that you pay depends upon the time during the year when you make the additional contribution. Additional fees may apply, including a Performance Fee.
18 7.3.3 Performance Fee
The Performance Fee will be payable from the end of the Initial Offer Period to 31 December 2009.
Thereafter each Performance Fee period shall be the period of 1 calendar year.
The Performance Fee of 20.5% (inclusive of GST less RITC) is only payable if both of the following criteria are satisfied: (a) the appreciation in the NAV at the end of the Performance Fee period when compared with the NAV at the beginning of the Performance Fee period is higher than the Performance Fee Hurdle Rate; and (b) the NAV at the end of the Performance Fee period is higher than the Performance Fee Benchmark.
To help you put the performance fee associated with the Fund in context, the following examples show the dollar effect for a hypothetical investor who has $50,000 invested in the Fund for two full years (to 31 December) and has made no transactions during this period.
Example 1
In this example we assume an investment of $50,000 at the beginning of the Initial Offer Period at a starting Unit Price of $1.00. Over the course of the next year to 31 December, the NAV appreciates by $0.10 so the Unit Price at the end of the Performance Fee period is $1.10.
For this period: • the Performance Fee Hurdle Rate = $1.06 • the Performance Fee Benchmark = $1.06 so the two criteria for payment of a Performance Fee are satisfied.
Of the 10% increase in NAV, the Performance Fee would only have been charged on the additional 4% increase rather than the full 10% increase in NAV.
Therefore, 20.5% of the $0.04 increase will be paid as follows:
Adjusted value of unitholding of $50,000 at the end of the year = $55,000
Performance Fee Hurdle Rate and Performance Benchmark value of unitholding for the year = $53,000
19 Amount of outperformance of Performance Fee Hurdle Rate and Performance Fee Benchmark = $ 2,000
Performance Fee = $2,000 x 20.5%
= $410
Payment of the Performance Fee reduces the NAV per unit by $0.0082, leaving the NAV per unit at $1.0918.
Example 2
By the second year-end, the NAV appreciates to $1.146.
For this period: • the Performance Fee Hurdle Rate = $1.157 ($1.0918 x 1.06) • the Performance Fee Benchmark = $1.123($1.06 x 1.06)
There is only one criteria satisfied, which is the Performance Fee Benchmark, sothe Performance Fee is not chargeable and the NAV per unit remains at $1.146.
Note to Performance Fee Examples
These examples assume the investor has held the investment in the Fund for 2 years continuously to 31 December for which the Performance Fee was calculated. These examples are provided for illustrative purposes only and do not represent any actual or prospective performance of the Fund. We do not provide any assurance that the Fund will achieve the performance used in the examples and you should not rely on this in determining whether to invest in the Fund. It is not possible to estimate the actual Performance Fee payable for any given period as we cannot accurately forecast the Fund’s performance.
7.3.4 Special Request and ‘User Pays’ Fees
We are entitled to charge ‘User Pays’ Fees of up to 150% of any fees paid by us to any third party, for the purpose of facilitating any transaction giving rise to a ‘User Pays’ Fee. A report replacement fee of $50 for each additional copy of a statement or report requested may also be charged. These fees may be deducted from your income or from your redemption amount.
20 8 Investor Information
8.1 Applications
To invest in the Fund you must complete an Application Form and send it and your cheque or electronic funds transfer (EFT) to the Registrar. Where you use EFT, as you may incur fees, please ensure that the amount we receive is net of fees and matches the investment amount on the Application Form. Please attach a copy of the EFT receipt to the Application Form. Please see section 12 in relation to completing the Application Form.
The minimum investment amount is $20,000, subject to the discretion of the Responsible Entity. The minimum additional application amount is $2,000 (or such smaller amount at our discretion). You can make additional investments at any time by completing the additional application form which is available from us or at www.capitaldynamics.com.au.
Units may be issued in the absolute discretion of the Responsible Entity. No Units will be issued unless and until the original signed copy of your Application Form and the relevant application moneys have been received in cleared funds by or on behalf of the Fund by the Application Deadline. If any Units are issued and funds are dishonoured subsequent to the Units being issued, those Units will be cancelled and void as of their date of issue.
Applications will be processed monthly. Applications received by the Application Deadline will be processed using the Application Price. Applications received after the Application Deadline, will be processed as if received in the following month.
A confirmation advice will usually be issued within 7 Business Days from the issue of Units.
No interest will be paid to applicants on any application amounts received. While we must pay your application amount into a trust account under the Corporations Act any interest earned will not be paid to you but rather will be retained for the benefit of the Fund. We will refund your application amount if your application is not accepted but any interest earned on any application amount will be retained for the Fund.
8.2 Cooling Off
If you have invested directly into the Fund and are not a “wholesale client” as defined in the Corporations Act, you are entitled to a 14-day cooling off period during which time you may return the Units subscribed for and receive an amount equal to the amount that would have been the Application Price for the Units if they had been issued on the day on which the Responsible Entity receives notice of their return. Please note that the amount returned to you may be greater or lesser than the amount initially invested, as it will be impacted by market movements in the Fund assets, applicable transaction costs and any non-refundable tax or duty paid or payable.
21 A retail investor’s right to cool off is subject to certain conditions. Cooling off rights do not apply to wholesale clients.
8.3 Redemptions
Unitholders may only redeem Units which have been held for a period of at least 1 year (365 days) from their date of issue. Withdrawal requests made on the withdrawal form which is available from us or at www.capitaldynamics.com.au must be received by the Redemption Deadline. They will be processed using the Redemption Price. Withdrawal requests received after the Redemption Deadline will be processed as if they were received by the Redemption Deadline of the following calendar quarter.
Any Performance Fee owing on withdrawals is deducted from the proceeds of withdrawal of Units. Withdrawal proceeds will usually be transferred to your recorded bank account; however, foreign Unitholders may request payment by cheque.
No withdrawal proceeds will be paid to third parties. The Responsible Entity reserves the right to suspend redemptions in certain circumstances, such as where the Responsible Entity considers it to be in the interests of Unitholders as a whole, or where sufficient interests in the underlying investments cannot be realised or it is not reasonably practicable to determine the Redemption Price.
Each withdrawal must be for a minimum of $5,000 provided that you maintain a balance of at least $20,000 (or such smaller amount at the discretion of the Responsible Entity) unless you are withdrawing your total investment.
8.4 Income Distributions
The Fund will distribute income (if any) annually after 30 June to all Unitholders pro rata to the Units on issue. The Responsible Entity may change the distribution times but will not do so without first notifying you. No distribution is guaranteed. Distributions will be paid to you in the manner you nominate on the application form. You may nominate that distributions are to be reinvested or you may elect to have them credited to your bank account; however, foreign Unitholders may request payment by cheque. If you wish to alter your instructions regarding payment of distributions, you should give the Registrar written notice of the change. Notice of at least 30 days prior to 30 June is required in order for the change to be effective for the next distribution.
Distributions comprise your portion of any net income and realised capital gains of the Fund. Furthermore, Unit Prices fall after the end of the distribution period to reflect the distribution entitlements. We recommend you speak with a financial adviser or tax adviser to determine the effect of distributions on your own tax situation.
22 8.5 Unit Price Calculation
The Unit Price for any relevant Deadline will be calculated by (i) determining the NAV of the Fund as at the close of business of the last market relevant to the Fund on the last Business Day of the relevant period (month for applications and quarter for redemptions) and dividing the resulting amount by the number of Units on issue. Where the Redemption Price is calculated on a day that is not the end of the year, the NAV of the Fund is to be calculated as if the performance fee (if any) was calculated, accrued and payable on the applicable day of calculation.
However, during the Initial Offer Period, Units will be issued at $1.00.
Unit prices will be available monthly on our website www.capitaldynamics.com.au.
8.6 Transfer of Units
You can transfer the ownership of your Units at any time, provided that you do this in an approved form. We have the discretion to refuse transfers and are not obliged to accept a transfer that is not in an approved form or where stamp duty (if applicable) has not been paid to the relevant state government authority. Please contact us for more information.
8.7 Reporting
As a Unitholder in the Fund you will receive regular reports, including: • a quarterly investment and performance report; • a yearly statement including your holdings, transactions and income distribution ; • an annual Australian taxation statement as at 30 June each financial year; • if requested (see section 8.9) the Fund’s annual report prepared as at 30 June each year; and • a transaction statement each time you make an investment or withdrawal.
8.8 Reporting Requirements and Copy of Documents
The Fund may, depending on the number of Unitholders it has, become a disclosing entity and subject to regular reporting and disclosure obligations under the Corporations Act. Copies of documents lodged with ASIC by the Fund may be obtained from, or inspected at an ASIC office. While the Fund is a disclosing entity, you can obtain from us free of charge within 5 Business Days, copies (printed or electronic) of the following documents: • the annual financial report most recently lodged with ASIC by the Fund; • any half-yearly financial report lodged with ASIC by the Fund; and • any continuous disclosure notices given by the Fund. 23 At the time of preparation of this PDS, there are no such documents available because the Fund was first offered to the public in April 2009.
8.9 Notice of Election to Receive Annual Reports
You may indicate on the Application Form whether you would like to receive copies of the annual reports for the Fund. As a Unitholder you may elect to receive a copy of the reports for each financial year, free of charge. Please indicate on the Application Form whether you wish to receive the annual reports as a hard copy or by email. If you choose email, please ensure you have provided your email address after your postal address in section 6 on the Application Form. If you elect not to have any annual reports sent to you when you become a Unitholder, you may still access the reports at www.capitaldynamics.com.au. The election to receive annual reports is a standing election for each financial year and can be changed by sending written instructions to the Responsible Entity.
8.10 Authorised Representative Appointment
Each Investor may elect to appoint an authorised representative to operate its account. The relevant section on the Application Form needs to be completed if this is the case, including name and signature of authorised representative, signature of investor and date. Only investors can appoint authorised representatives.
The Responsible Entity may cancel an appointment by giving the Unitholder 14 days notice in writing. If an appointment is cancelled the Responsible Entity will not be obliged to act on the instructions of the authorised representative. If the instructions are varied the Responsible Entity will act only in accordance with the varied instructions. By completing and lodging the relevant section on authorised representatives on the Application Form you release, discharge and agree to indemnify the Responsible Entity from and against any and all losses, liabilities, actions, proceedings, account claims and demands arising from the Responsible Entity acting on the instructions of your authorised representative.
You also agree that any instructions of your authorised representative to the Responsible Entity, which are followed by the Responsible Entity, shall be a complete satisfaction of the obligations of the Responsible Entity, notwithstanding any fact or circumstance, including that the instructions were made without your knowledge or authority. You agree that if the Responsible Entity follows the instructions of the authorised representative, you and any person claiming through or under you shall have no claim against the Responsible Entity in relation to the instructions.
An authorised representative is permitted to, but is not limited to:
24 • apply for additional Units; • request that income distribution instructions be altered; • redeem all or part of your investment, proceeds will only be paid to your nominated bank account; and • enquire and obtain copies in relation to the status of your investment.
If a company is appointed as your authorised representative the powers will extend to any director and authorised officer of that company. If a partnership, the powers will extend to all partners.
8.11 Changing Address, Payment Instructions or Other Details
Please provide the Registrar with written instructions if you wish to change your address, your distribution payment instructions or other details. When providing written instructions please: • state the full name in which your Units are held; • state your investor number; • clearly set out the changes you are requesting; • provide us with a contact name and day-time telephone number; and • ensure the appropriate signatories sign the request.
We may also require additional documentation to amend some records, such as changes of name. Please contact the Registrar for more information.
8.12 Complaints and Dispute Resolution
The Responsible Entity has an internal dispute resolution process in place to resolve any complaints or concerns you may have, quickly and fairly, regarding the Fund, to the satisfaction of Unitholders. If a Unitholder wishes to lodge a formal complaint, please contact us in writing, or call us at the numbers indicated in the Directory, or email [email protected]. Acknowledgement of receipt of written complaints will be provided within 14 days. We will investigate your complaint, and provide you with our decision, and the reasons on which it is based, in writing. The Constitution requires the Responsible Entity to resolve the complaint or give the Unitholder a further avenue for complaints not more than 45 days after the receipt of the complaint.
If you are dissatisfied with the outcome, you have the right to lodge a complaint with the Financial Ombudsman Service (FOS), an approved external dispute resolution scheme, of which the Responsible Entity is a member. FOS contact details are:
25 FOS contact details are: Financial Ombudsman Service GPO Box 3 Melbourne VIC 3001 Telephone: (free call) 1300 78 08 08 Email: [email protected]
8.13 Privacy and Personal Information
When you complete the application form, we will be collecting personal information from you. We may collect additional personal information from you in the future. We need to collect personal information from you to assess and process your application, identify you, administer and manage your investment in the Fund and comply with Australian taxation laws, the Corporations Act, and other laws and regulations, including those relating to anti-money laundering.
If you do not provide us with your contact details and other information we may not be able to process your application, administer or manage your investment or tell you about investment opportunities in which you may be interested. The information that you provide to us may be disclosed to certain organisations. The types of organisations or persons to whom we usually disclose the information provided by investors include: • the Australian Taxation Office and other government or regulatory bodies; • your adviser or adviser dealer group, their service providers and any joint holder of your investment (if any); • organisations involved in providing, administering or managing the Fund such as any third party engaged by the Responsible Entity to provide administration, custody, technology, audit, registry or printing services; and • those where you have consented to such disclosure or as required by law.
Your information may also be used in connection with the purposes for which it is collected. We may also use your information to forward to you from time to time details of other investment opportunities offered by us in which you may be interested. Please let us know if you do not wish to be updated with such investment opportunities.
In most cases you can gain access to the personal information we hold about you. We aim to ensure that the personal information we retain is up to date, complete and accurate. To assist us with this, please contact us if any of the details you have provided change. If you have concerns about the completeness or accuracy of the information we have about you, we will take steps to correct it. Please contact us if you have any questions about how we handle your personal information, or if you wish to access the personal information we hold about you.
26 8.14 Anti-Money Laundering
The Fund is bound by laws for the prevention of money laundering and the financing of terrorism, including the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (“AML/CTF Laws”). By completing the Application Form, you agree that: • you do not subscribe to the Fund under an assumed name; • any money used by you to invest in the Fund is not derived from or related to any criminal activities; • any proceeds of your investment will not be used in relation to any criminal activities; • if asked, you will provide us with additional information reasonably required for the purposes of AML/CTF Laws (including information about a Unitholder, any beneficial interest in the unitholding, or the source of funds used to invest); • information about you or any beneficial owner of a Unit may be obtained from third parties if we believe this is necessary to comply with AML/CTF Law; and • in order to comply with AML/CTF Laws action may be required to be taken, including: • delaying or refusing the processing of any application or transfer • disclosing information held about you or any beneficial owner of the Units to related bodies corporate or service providers, or relevant regulators of AML/ CTF Laws (whether in or outside of Australia).
8.15 Social Security
Investing in the Fund may affect your entitlement to social security benefits. If you require specific advice, please contact Centrelink, Veterans Affairs or your professional adviser.
Investments in the Fund are classified as “financial investments” and are deemed to have a specified rate of return. The deemed rate of return is treated as income, with the actual earnings in excess of the deeming rate not being assessable. Further, the value of your investment in the Fund is treated as an asset for the assets test.
9 Taxation
There are tax implications that arise when investing in the Fund, about which we do not provide advice. Due to the complex and fluid nature of the Australian taxation regime, and the potentially complex taxation and/or social security implications of investing, Unitholders should obtain professional advice regarding their own circumstances.
27 At the end of the Fund’s financial year, Unitholders will be provided with details of relevant tax information referable to entitlements from the Fund.
9.1 Taxation of the Fund
The Fund itself does not normally pay income tax as all taxable income is distributed to Unitholders in proportion to their unitholding.
The Fund will distribute all net income (including any realised net capital gains) to Unitholders. Please note that the distributable income of the Fund may include non-assessable amounts to Unitholders, receipt of which may have capital gains tax consequences. We will calculate the taxable amount of the distribution (if any) to which you are entitled, and the taxable amount distributed must be included in your assessable income for the year to which the distribution relates.
Under the Foreign Investment Fund (FIF) regime, unrealised income in respect of certain foreign companies and trusts held by the Fund may be required to be included in the net income of the Fund. The manager’s investment strategy is to seek to minimise the impact of the FIF regime.
In the event the Fund incurs a loss in a year for tax purposes, that loss cannot be distributed to Unitholders. Any loss may be taken into account in determining the taxable income of the Fund in a subsequent year, so long as the relevant statutory provisions regarding trust loss rules are satisfied.
9.2 Taxation of Resident Unitholders
The tax comments below relate to Unitholders that are Australian residents for Australian income tax purposes and who hold their Units in the Fund on capital account. A resident Unitholder will be assessed on their share of the net taxable income of the Fund to which they are presently entitled for a particular income year (even if the distribution is received after year end or reinvested in additional Units in the Fund).
Distributions from the Fund may include realised capital gains on disposal of investments from the Fund as well as other types of income, for example dividend and interest income. Realised capital gains distributed by the Fund should be included with a Unitholder’s other gains and losses. Capital gains distributed by the Fund to individuals, trusts and complying superannuation funds may benefit from the discount available for assets held for 12 months or more.
A Unitholder’s share of taxable income may include certain amounts which are not represented by a cash distribution including franking credits and foreign income tax offsets. A tax offset or credit for these amounts may be available in calculating a Unitholder’s tax liability, depending on the Unitholder’s specific circumstances.
28 The disposal of units, by redeeming or transferring Units, may lead to a capital gains tax (CGT) liability for the Unitholder on any gain made. If the Units were owned for more than 12 months by an individual, trust or complying superannuation entity, the discount method of calculating the capital gain may be available to the Unitholder. However, if a Unitholder is carrying on a business which involves trading in Units and the Units are not held on capital account they may be liable to pay tax on any gains made on the disposal of Units as ordinary income.
On your application form you may choose to quote your Tax File Number (TFN) or Australian Business Number (ABN) or provide exemption details. It is not compulsory to provide your TFN or ABN and it is not an offence if you decline to provide them. However, without your TFN, ABN or appropriate exemption information, we are required to deduct tax from any income distribution payable to you at the highest marginal personal income tax rate plus the Medicare Levy.
9.3 Taxation of Non-Resident Unitholders
Unitholders who identify themselves as non-residents of Australia for Australian income tax purposes on the Application Form are treated as non-residents and distributions may be subject to the relevant withholding tax provisions of the Australian income tax laws. Australian withholding tax will generally not apply to foreign sourced income of the Fund (e.g. income and gains from non-Australian equities).
A Unitholder may be subject to tax on distributions in their country of residence, but may be entitled to foreign tax credits in their country of residence for any Australian tax that has been withheld or deducted.
If you are a non-resident investor and hold your Units on capital account, you should not be subject to Australian capital gains tax on the disposal of your Units and distribution of capital gains unless the gains are in relation to “taxable Australian property”. “Taxable Australian property” broadly includes the assets of a permanent establishment, real property situated in Australia, and non-portfolio interests in interposed entities where the value of such interests are wholly or principally attributable to Australian real property. If you hold your Units on revenue account, however, any profits on disposal of your Units may be taxable in Australia as ordinary income, subject to any available treaty relief.
We advise non-resident Unitholders to seek professional tax advice regarding their local, as well as Australian, tax obligations. Tax consequences for non-resident investors will differ from those outlined above in this PDS for resident investors.
9.4 Goods and Services Tax (GST)
The Fund is registered for GST. The issue or withdrawal of Units in the Fund and receipt of distributions are not subject to GST. 29 The Fund may be required to pay GST included in management and other fees, charges, costs and expenses incurred by the Fund. Currently the GST rate is 10% but this may change in the future. However, to the extent permissible, the Responsible Entity will claim on behalf of the Fund a proportion of this GST as an input tax credit or a reduced input tax credit. This will have the effect of reducing the costs of the fees charged to the Fund. Unless otherwise stated, fees and charges quoted in this PDS are inclusive of GST and take into account any reduced input tax credits. If the Responsible Entity is unable to claim input tax credits on behalf of the Fund, the Responsible Entity retains the ability to recover the entire GST component of all fees and charges.
The net impact of GST payments and credits will be reflected in the Unit Price of the Fund. Unitholders should seek professional advice with respect to the GST consequences arising from their unitholding.
9.5 Tax Indemnity
In the event that the Responsible Entity incurs a liability for any kind of tax or impost on account of a Unitholder, the Responsible Entity has broad powers of recoupment from income due to the Unitholder. In the event that the Responsible Entity is required under any statutory or common law to pay tax in its capacity as Responsible Entity of the Fund, the Responsible Entity is empowered under the Constitution to pay the tax from the assets of the Fund.
10 Constitution and Governing Agreements
10.1 Constitution
The rights and obligations of Unitholders and the Responsible Entity are governed by the Constitution as amended by supplemental deed (collectively referred to as Constitution) and the Corporations Act. As the Fund is a managed investment scheme registered under Chapter 5C of the Corporations Act, the Constitution has been lodged with ASIC. Copies of the Constitution are available free of charge on request from us and may be inspected during normal business hours at our office.
The principal provisions of the Constitution are referred to in this PDS. The Constitution may be modified, repealed or replaced by special resolution of Unitholders or bythe Responsible Entity if it reasonably considers the change will not adversely affect the rights of the Unitholders.
The Constitution deals with a wide range of matters including: • the powers, duties and obligations of the Responsible Entity; • rights, interest and liabilities of the Unitholders; 30 • investment, valuation and borrowing powers; • remuneration of the Responsible Entity and expenses that may be paid or reimbursed out of the Fund; • application and redemption (withdrawal) procedures for Units in the Fund; • income and distributions to Unitholders; • Responsible Entity’s liability and its right of indemnity out of the assets of the Fund, which it may exercise when properly performing its duties in relation to the Fund; • liability of Unitholders; • how complaints will be dealt with; • Unitholders’ meetings; and • the life of the Fund, the time and manner for termination of the Fund or a class of Units and Unitholders’ entitlements on winding up.
The Responsible Entity is primarily liable for anything done by it and its agents engaged in connection with the Fund.
Interests and Rights of Unitholders
We may issue Units of different classes and each Unit in a class confers an equal and undivided interest in the assets of the Fund, subject to the rights, restrictions and obligations attaching to that Unit. Unitholders in the Fund have a beneficial interest in the assets of the Fund. However, this does not give a right to control any particular asset or group of assets, nor does it confer any rights over the management of the Fund. Each Unitholder in the Fund is, subject to the terms of the Constitution, entitled to: • receive a share of the distributable income of the Fund; • have Units redeemed while the Fund is liquid; • transfer Units; • requisition, attend and vote at meetings of Unitholders; • receive acknowledgment of Units held; • receive the annual audited accounts of the Fund; • inspect the register of Unitholders; and • inspect the Constitution.
The Role of the Responsible Entity
The primary duty of the Responsible Entity is to manage the Fund in a proper and efficient manner. In doing so, it must comply with all of its obligations set out in the Constitution, the Corporations Act and other applicable laws, including the fiduciary duties as trustee of the Fund. 31 We may retire as Responsible Entity in the circumstances set out in the Corporations Act. Unitholders may also remove the Responsible Entity by following the procedures set out in the Corporations Act.
10.2 Compliance Plan
The Responsible Entity has prepared and lodged a Compliance Plan with ASIC. The plan describes the key controls and measures designed by the Responsible Entity to ensure that the business activities of the Responsible Entity comply with the Corporations Act and the Constitution. Each year the Compliance Plan is audited and the audit report lodged with ASIC.
To oversee compliance with the Compliance Plan, the Responsible Entity has a majority of independent directors on its Board which is responsible for monitoring the operation of the Fund, compliance with and the adequacy of the Compliance Plan. A copy of the Compliance Plan is available free of charge from the Responsible Entity.
10.3 Custodian and Administrator
BNP Paribas Fund Services Australasia Pty Limited has been appointed by the Responsible Entity as the Custodian to hold the assets of the Fund. The role of a custodian is limited to holding assets of the Fund on behalf of the Responsible Entity and acting in accordance with instructions from the Responsible Entity (except in limited circumstances where the custodian has discretion to act without instructions). A custodian has no supervisory obligation to ensure that the Responsible Entity complies with its obligations to the Fund. The custodian may change from time to time but must satisfy any applicable regulatory requirements. The Responsible Entity remains liable to Unitholders for acts or omissions of the Custodian.
BNP Paribas Fund Services Australasia Pty Limited has also been appointed by the Responsible Entity of the Fund to provide administration services to the Fund including unit pricing and accounting. The Responsible Entity remains liable to Unitholders for acts or omissions of the Administrator.
10.4 Registrar
Link Market Services Limited has been appointed by the Responsible Entity to provide registry and other services to the Fund including the maintenance of the register of Unitholders and the processing of applications, redemptions and distributions.
The Responsible Entity remains liable to Unitholders for acts or omissions of the Registrar.
32 10.5 Auditor
The Fund and the Compliance Plan are required to be audited annually. The current auditor of the Fund and Compliance Plan is Pricewaterhouse Coopers.
10.6 Unitholder’s Liability
The Constitution provides that the liability of each Unitholder is limited to their investment in the Fund. It is therefore expected that Unitholders will not be under any obligation if a deficiency in assets of the Fund was to occur. However, because the efficacy of such a provision is yet to be tested at law, no absolute assurance can be given that Unitholders will be protected from liability to third parties.
10.7 Winding up of the Fund
The Responsible Entity may wind up the Fund or terminate a class of Units in the Fund, in accordance with the Constitution and the Corporations Act. Upon winding up of the Fund or termination of a class of Units, and after conversion of Fund assets into cash and payment of, or provision for, all costs and liabilities (actual and anticipated), the net proceeds will be distributed pro-rata amongst all Unitholders according to the number of Units in the class that they hold.
10.8 Regulatory Information
10.8.1 Consents and Disclaimers
The Custodian and Administrator, Auditor and Registrar have given, and had not before the issue of the PDS withdrawn, their written consent to be named herein, and in regard to the statements made about them in this PDS in the form and context in which they appear, as the Custodian and Administrator, Auditor and Registrar (respectively) of the Fund prior to the issue of this PDS. None of the Custodian and Administrator, Auditor or Registrar has been involved in the preparation of this PDS, nor have they caused or otherwise authorised the issue of this PDS, and none of these entities nor their employees or officers accept any responsibility arising in any way for errors or omissions in or from this PDS.
Block Legal & Compliance has given, and had not before the issue of the PDS withdrawn, its written consent to be named as the legal advisor in the Directory prior to the issue of this PDS. Block Legal & Compliance takes no responsibility for any part of this PDS and has not authorised or caused the issue of this PDS.
The Directors of the Responsible Entity have authorised the issue of this PDS.
33 10.8.2 Disclosure of Any Relevant Conflicts of Interest
The Responsible Entity does not have any relationships or associations which might influence it in providing you with its services.
11 Key Terms & Glossary
The following words and expressions have the following meanings in this PDS unless the context requires otherwise:
$ Australian dollars Administrator BNP Paribas Fund Services Australasia Pty Limited has been appointed as the administrator of the Fund. AFSL Australian Financial Services Licence. ASIC Australian Securities and Investments Commission Application Form The Application Form which is attached to this PDS and is required to be properly completed in order to make your investment into the Fund. Application For the Initial Offer Period, this means 5.00 p.m. (Eastern Standard Deadline Time) 5 Business Days prior to the last day of the Initial Offer Period. After the Initial Offer Period, this means 5.00 p.m. (Eastern Standard Time) 5 Business Days prior to the last Business Day of a month. Example: (For the month of April 2009, the Application Deadline will be 5.00 p.m. (Eastern Standard Time) 23 April 2009, the last Business Day being 30 April 2009.) Application Price For the Initial Offer Period, this means $1.00. After the Initial Offer Period, the Application Price is the net asset value per Unit, as calculated at the close of business of the last market relevant to the Fund on the last Business Day of a calendar month. Auditor PricewaterhouseCoopers has been appointed as the auditor of the Fund. Business Day Any day on which trading banks are open for business in Sydney, Australia. Compliance Plan The compliance plan lodged with ASIC for the Fund. Constitution The constitution (as amended) of the i Capital International Value Fund lodged with ASIC, which sets out the rules for the way the Fund is managed. Corporations Act Corporations Act 2001 (Cth). Custodian BNP Paribas Fund Services Australasia Pty Limited has been appointed as the custodian to hold the assets of the Fund. Fund i Capital International Value Fund ARSN 134 578 180.
34 Fund Manager Capital Dynamics (Australia) Limited. GST Goods and Services Tax as defined in A New Tax System (Goods and Services Tax) Act 1999. Initial Offer Period The period beginning on the date of this PDS and ending on 30 June 2009, or such further period as determined by the Responsible Entity. NAV Net asset value of the Fund. Offer The offer to issue Units made pursuant to this PDS. PDS This Product Disclosure Statement. Performance Fee The notional appreciation in NAV of the Fund calculated Hurdle Rate by multiplying the NAV of the Fund at the beginning of a performance fee period by 6%, after adjusting for applications and redemptions during the relevant performance fee period. Performance Fee The notional NAV of the Fund calculated based on the NAV of Benchmark the Fund at the end of the Initial Offer Period compounded by 6% annually. RITC Reduced input tax credits. Redemption This means 5.00 p.m. (Eastern Standard Time) 2 months before the Deadline end of a calendar quarter. Example: For the calendar quarter of April 2009 to June 2009, the Redemption Deadline will be 5.00 p.m. (Eastern Standard Time) 30 April 2009. Redemption Price The Redemption Price is the net asset value per Unit, as calculated at the close of business of the last market relevant to the Fund on the last Business Day of a calendar quarter. Registrar Link Market Services Limited has been appointed as the registrar for the Fund. Responsible Entity Capital Dynamics (Australia) Limited (referred to as we, us or the Responsible Entity in this PDS). Unit A fully paid unit in the class of units in the Fund offered pursuant to this PDS to retail investors. Unit Price The unit price is the current net asset value per Unit. Unitholder The holder of a Unit in a class of units in the Fund.
12 How to invest
12.1 Completing the Application Form
This PDS does not constitute an offer or invitation in any place outside Australia where or to any person to whom it would be unlawful to make such an offer or invitation. The distribution of this PDS (electronically or otherwise) in any jurisdiction outside Australia may be restricted by law, and persons who come into possession of this PDS should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable law. 35 Investment can be made by: • Individuals over 18 years of age; • Companies, businesses, partnerships and incorporated bodies; or • Trustees of other entities.
Where any required document provided is in a language that is not English, it must be accompanied by an English translation prepared by an accredited translator.
If you are Documents required Your Requirements investing as to accompany the investment application form must be in the name of Individual One “A” document; or The individual(s) One “B” and one “C” document. “A” documents : Current driver’s licence; or • Passport (current within the preceding 2 years); • Foreign passport or similar document issued for the purpose of international travel, that contains a photograph and the signature of the person in whose name the document is issued; • National Identity Card issued by a foreign government containing a photograph and signature of the person in whose name the card is issued; or • Foreign driver’s licence that contains a photograph of the person in whose name it was issued. “B” documents: • Birth certificate; • Citizenship certificate; or • Pension or health card from Centrelink.
36 Individual “C” documents The individual(s) (cont.) (containing name and residential address*): • Notice from Commonwealth or State or Territory as evidence of entitlement to a financial benefit; • Notice from Australian Tax Office recording a debt payable by or to ATO; • Utilities or local government body notice (within preceding 3 months) e.g. rates notice, phone, gas or electricity bill; or • Statement from bank or building society (within last 3 months). *Please note that residential address does not include a post office box. Individual Certificate of business The proprietor trading under registration listing the trading as the a business proprietor(s). business name name Australian No documents required. The name of the Proprietary companies company company must supply the names of all directors, and non- regulated proprietary companies must supply the names and addresses of all major beneficiaries. Foreign Certificate of registration The name of the Proprietary companies company issued by ASIC if not company must supply the names registered by listed on ASIC database. of all directors, and non- ASIC regulated proprietary companies must supply the names and addresses of all major beneficiaries.
37 Foreign Certificate or registration The name of the Proprietary companies company not (or equivalent) issued company must supply the names registered by by the relevant foreign of all directors, and non- ASIC registration body. regulated proprietary companies must supply the names and addresses of all major beneficiaries. A trust Certified copy of the an The trustee(s) as Trustee(s) who are extract of the trust deed trustee for the individuals must provide identifying the name of name of the trust the documents as above the trust and the parties for individuals. to the trust. Trustee(s) which are companies must provide the additional information as noted above for companies.
A superannu- Copy of an extract of The trustees as Trustee(s) who are ation fund Trust Deed identifying the trustee for the individuals must provide (including a name of the fund and the name of the the documents as above self managed Trustee. superannuation for individuals. superannu- If the applicant is a fund Trustee(s) which are ation fund) trustee the applicant companies must represents and warrants provide the additional that it is authorised to information as noted make the application and above for companies. do all things necessary as a result of becoming an investor in the Fund pursuant to the terms of the relevant trust deed. A partnership Partnership agreement The principals Partners who are or extract of partnership individuals must provide minutes. the documents as above for individuals.
Please contact us if you fall outside one of the above categories for details of our requirements.
38 ANTI-MONEY LAUNDERING
Please refer to section 8.14 of the PDS.
Providing Identification Details
The Anti-Money Laundering and Counter-Terrorism Financing Act 2006 requires investors in the i Capital International Value Fund to provide identification details and certified copies of the identity documents specified in the application form. Where any required document provided is in a language that is not English, it must be accompanied by an English translation prepared by an accredited translator.
We do not return identity documents to investors, so please do not send original documents to us.
Who Can Certify Identity Documents
The copies of the identity documents you provide with your Application Form must be certified as being a true and accurate copy of the original by someone who appears in the list which you can obtain from www.capitaldynamics.com.au.
Signing The Application Form
For individual applications, the application form must be signed by the individual(s) in whose name(s) the investment is made. Joint applicants will be deemed joint tenants and both (or all) applicants must sign the application form.
Corporate applications must be signed by two directors or a director and the company secretary on behalf of the company by authority of the directors. If the company’s constitution specifies otherwise, please attach a certified copy of the constitution (this does not apply to sole directors).
When signing under a power of attorney, please attach a certified copy of the power of attorney and specimen signatures of the attorney(s).
Tax File Number, Australian Business Number And Exemption Details
On your application form you may choose to quote your Tax File Number (TFN) or Australian Business Number (ABN) or provide exemption details. It is not compulsory to provide your TFN or ABN and it is not an offence if you decline to provide them. However, without your TFN, ABN or appropriate exemption information, we are required to deduct tax from any income distribution payable to you at the highest marginal personal income tax rate plus the Medicare Levy.
39 By quoting their TFN or ABN investors authorise the Responsible Entity to apply it in respect of all of an investor’s investments with the Responsible Entity. If an investor does not wish to quote their TFN or ABN for some investments the Responsible Entity should be advised to this effect.
Returning The Completed Application Form
Please post the completed Application Form together with a cheque or having sent funds using electronic funds transfer (EFT) to:
Capital Dynamics (Australia) Limited i Capital International Value Fund Applications Locked Bag A14 SYDNEY SOUTH NSW 1235 AUSTRALIA
Cheque Please make your cheque payable to Cogent Nominees Pty Ltd ACF i Capital International Value Fund Applications Account (for cheques, this can be shortened to “Cogent Nominees Pty Ltd ACF iCap Int Val Fd App Acc). Your payment cheque must be in Australian dollars, drawn on an Australian branch of a bank in the name of the investor and crossed not negotiable. Please note that we do not accept third party cheques.
EFT Account Name: Cogent Nominees Pty Ltd ACF i Capital International Value Fund Applications Account Bank: Westpac BSB: 032 002 Account Number: 672106
Payment Description/ Reference Field: Please ensure that you include the family name of the investor or the name of the company or trust in this field.
Where you use EFT, as you may incur fees, please ensure that the amount we receive is net of fees and matches the investment amount on the Application Form. Please attach a copy of the EFT receipt to the Application Form.
Incomplete Or Invalid Applications
Where applications are incomplete, we will: • Retain the application money in an interest bearing account until we receive the required information; or • Return the funds to you.
We can refuse to accept any application without providing a reason. 40 i CAPITAL INTERNATIONAL VALUE FUND APPLICATION FORM
Issue Date 9 April 2009 AFSL 326283 This Application Form is part of a Product Disclosure Statement (PDS) dated 9 April 2009 which contains important information about investing in the Fund. You should read the entire PDS prior to investing in the Fund. This Application Form is issued with the PDS along with any associated Supplementary PDS. Please do not use this Application Form unless it accompanies the relevant PDS. If you received the PDS and Application Form electronically and would like to receive a paper copy of these documents, we can send you a copy free of charge on request. Investment can only be made in the name of: • Individuals over 18 years of age; or • Companies and other bodies. • If you are an individual, company, incorporated or unincorporated body or investing on behalf of another entity please refer to the information provided below. Please tick the box that describes the type of investor you are, or the entity on behalf of which you are investing: Individual - please complete sections 1, 6, 7, 8, 9, 11 (if required) and 13. Joint holding - please complete sections 1, 6, 7, 8, 9, 10, 11 (if required) and 13. Company (including an incorporated association) - please complete sections 2, 5, 6, 7, 8, 9, 10, 11 (if required) and 13. Self-managed Superannuation Fund - please complete sections 3, then 1 or 2 (as applicable), 5, 6, 7, 8, 9, 10, 11 (if required) and 13. Other Superannuation Fund - please complete sections 3, then 1 or 2 (as applicable), 5, 6, 7, 8, 9, 10, 11 (if required) and 13. Trustees of a Trust (e.g. family trust, unit trust) - please complete sections 4, then 1 or 2 (as applicable), 5, 6, 7, 8, 9, 10, 11 (if required) and 13. Partners in a Partnership - please complete sections 4, then 1 or 2 (as applicable), 5, 6, 7, 8, 9, 10, 11 (if required) and 13. Business Name - please complete sections 4, then 1 or 2 (as applicable), 5, 6, 7, 8, 9, 10, 11, (if required) and 13. Other - if you are investing on behalf of any other type of entity please contact us for further instructions. 1 Applicant Details: Individual or Joint Applicants The details in this section are provided on behalf of:
Individual or Joint Applicants Trustee(s) Shareholder Partner(s) Business Owner(s) APPLICANT 1 Title: Mr/Mrs/Miss/Ms/Other (please specify): Family Name/Surname:
First Name(s)/ Given Name(s) (please provide full name):
Please list any other names by which you are known:
Date of birth (dd/mm/yyyy): Country of birth:
41 Country of citizenship: Country of residency:
TFN/ABN or exemption category: Country of tax residence, if not Australian tax Resident:
Occupation (e.g., teacher, lawyer, self employed, retired etc.): Driver’s licence number:
Residential address (Please do not use a post office box or an address care of someone else.) Number and Street:
Suburb/Town/City:
State/Territory/County/Region: Post/Zip code: Country (if not Australia):
Email address:
Telephone numbers (Please include country code and area code.) Home telephone: Mobile telephone: Work telephone:
APPLICANT 2 Title: Mr/Mrs/Miss/Ms/Other (please specify): Family Name/Surname:
First Name(s)/ Given Name(s) (please provide full name):
Please list any other names by which you are known:
Date of birth (dd/mm/yyyy): Country of birth:
Country of citizenship: Country of residency:
TFN/ABN or exemption category: Country of tax residence, if not Australian tax Resident:
Occupation (e.g., teacher, lawyer, self employed, retired etc.): Driver’s licence number:
Residential address (Please do not use a post office box or an address care of someone else.) Number and Street:
Suburb/Town/City:
State/Territory/County/Region: Post/Zip code: Country (if not Australia):
Email address:
Telephone numbers (Please include country code and area code.) Home telephone: Mobile telephone: Work telephone:
If there are more applicants please provide details on an additional sheet. 42 2 Applicant Details: Company. or other Incorporated Entities Company Details Full name of the company as registered with ASIC or an overseas regulator:
TFN/ABN or exemption category: Country of tax residence, if not Australian tax resident:
Country where company was incorporated Business Activity, e.g., Export/Import, Property Management etc.
Street address of the registered office of the company in Australia as registered with ASIC or the overseas regulator. (Please provide a street address. Do not use a post office box or an address care of someone else.) Building Name/Number/Street:
Suburb/Town/City:
State/Territory/County/Region Post/Zip code: Country (if not Australia):
Street address of the company’s principal place of business. For companies registered in Australia provide Australian address or address of local agent. (Please provide a street address. Do not use a post office box or an address care of someone else.) Building Name/Number/Street:
Suburb/Town/City:
State/Territory/County/Region: Post/Zip code: Country (if not Australia):
Regulatory/Listing details. Please select the categories which apply to the company and provide the information requested. Registered with ASIC ACN or ARBN
Regulated company (licensed by an Australian Commonwealth, State, or Territory statutory regulator) Name of Regulator Licence Details, (e.g., AFSL)
Australian Listed Company Name of market or exchange
Majority owned subsidiary of an Australian Listed Company Australian listed company name (parent company) Name of market or exchange
Foreign company Identification number issued by foreign registration Name of foreign registration body (If body (If not registered write not registered) applicable)
Type of company Public Proprietary (Proprietary companies must provide additional information below.) 43 Information about directors of proprietary companies How many directors are there? Please provide the full names of each director below. If space is insufficient, please provide information on an additional sheet. First Name(s)/Given Name(s) Family Name/Surname
Information about shareholders (applicable only to proprietary companies that are not regulated companies) On an additional sheet, please provide details of all shareholders which are owners through one or more shareholdings of more than 25% of the company’s issued capital.
3 Applicant Details: Superannuation Fund Investments made on behalf of superannuation funds (including self-managed superannuation funds) must be held in the name of an individual or a company as trustee for the superannuation fund. In addition to completing this section, please provide information about each trustee in the following sections (as applicable): Section 1 Applicant Details - Individual or Joint Applicants Section 2 Applicant Details – Company or Other Incorporated Entity Full name of the Superannuation Fund:
TFN/ABN or exemption category: Country of tax residence, if not Australian tax resident:
Superannuation fund number (if applicable): ARSN (if applicable):
Name of Regulator, (e.g., ASIC, APRA, ATO)
Country where superannuation fund was established:
If foreign superannuation fund, please provide details of beneficiary or class of beneficiaries in Section 4 Applicant Details: Trusts or Other Unincorporated Entities. 4 Applicant Details: Trusts. or Other Unincorporated Entities Investments made on behalf of trusts or other unincorporated entities must be held in the name of an individual or a company as trustee for the trust or on behalf of the unincorporated entity. In addition to completing this section, please provide information about each trustee (or those holding on behalf of the unincorporated entity) in the following sections (as applicable): Section 1 Applicant Details - Individual or Joint Applicants Section 2 Applicant Details – Company or Other Incorporated Entity Where an investment is made by a partnership, please ensure that at least one partner provides the details in Section 1. Where an investment is made using a registered business name, please ensure that the person or entity which has the registered business name provides the details in section 1 or 2 (as applicable).
44 Full name of the Trust (if applicable)
Full Business Name/Partnership Name/Name of Unincorporated Entity (if applicable)
TFN/ABN or exemption category or Country of tax residence, if not Australian tax resident
For Trusts Only Country where Trust was established
Type of Trust (e.g. Family, Unit, Charitable etc.)
Beneficiary Details Do the terms of the trust identify the beneficiaries by reference to membership of a class? Yes If yes, please provide details of the membership class(es) (e.g., unit holders, family members of a named person, charitable purpose).
No If no, please provide information about the beneficiaries below. If space is insufficient, please provide information on an additional sheet. How many beneficiaries are there? ______Please provide the full name of each beneficiary below First Name(s)/Given Name(s) Family Name/Surname
For Partnerships only If the partnership is regulated by a professional association, please provide the name of the association and membership details.
5 Contact Person for Investments in the Name of a Company, Partnership, Superannuation Fund or Trust Who is authorised to speak to us about this investment, and what are this person’s contact details? Mr / Mrs / Miss / Ms / Other (please circle) Family Name/Surname:
First Name(s)/Given Name(s):
45 Email address
Telephone numbers (Please include country code and area code.) Home telephone: Work telephone: Mobile telephone:
6 Where do you want us to Send Correspondence about this Investment? Please indicate your preference for correspondence by ticking the appropriate box. Mail Email What mailing address should we use?
Post Office Box/Building Name/Number/Street
Suburb/Town/City
State/Territory/County/Region Country (if not Australia) Post/Zip code
What email address should we use?
7 Annual Reports If you would like us to send you a copy of the annual reports for the Fund, please indicate below how you would like to receive them: Email Paper copy in the mail See section 8.9 of the PDS for more information.
8 Investment Amount How much are you investing in the Fund? A$ Please note that the minimum initial investment amount is $20,000 and the minimum additional investment amount is $2,000. Please make your cheque payable to “Cogent Nominees Pty Ltd ACF i Capital International Value Fund Applications Account” (for cheques, this can be shortened to “Cogent Nominees Pty Ltd ACF iCap Int Val Fd App Acc). Your payment cheque must be in Australian dollars, drawn on an Australian branch of a bank in the name of the investor and crossed not negotiable. Please note that we do not accept third- party cheques.
EFT Account Name: Cogent Nominees Pty Ltd ACF i Capital International Value Fund Applications Account Bank: Westpac BSB: 032 002 Account Number: 672106 Payment Description / Reference Field: Please ensure that you include the family name of the investor or the name of the company or trust in this field. Where you use EFT, as you may incur fees, please ensure that the amount we receive is net of fees and matches the investment amount on the Application Form. Please attach a copy of the EFT receipt to the Application Form. 46 9 Distribution Payment Instructions Please reinvest all distributions in the Fund. Please pay all distributions to the account indicated below (the account you nominate must be held with a financial institution in Australia). Please pay distribution by cheque (foreign investors only). Name of financial institution
Branch name and address
Account name
BSB Account number
Please note that if no box is ticked, all distributions will be reinvested in the Fund. Cheques will not be issued for distribution payments to Australian investors. To make a redemption, please contact us for a redemption form.
10 Account Operating Instructions Joint accounts/Partnerships/Superannuation Funds/Trusts Either to sign Both to sign Other (please specify)
If no box is ticked, BOTH to sign will be assumed. Company accounts One Director to sign Two Directors to sign Other (please specify)
If a box is not ticked or instructions are not provided in a separate authorising document, all future written instructions must be executed on behalf of the company: Under common seal; By two directors (or a sole director ); or By a director and the company secretary.
11 Appointment of Authorised Representative Please complete this section if you could like to authorise a third party to act on your behalf for this investment. See section 8.10 of the PDS. Persons appointed as an Authorised Representative will be required to provide identification details and certified copies of the identity documents specified in section 12.1 of the PDS. I/We appoint the person/s described below to act on my/our behalf for this investment. First Representative Mr / Mrs / Miss / Ms / Other (please circle): Family Name/Surname:
47 First Name(s)/Given Name(s):
Please list any other names by which the authorised representative is known:
Date of birth (dd/mm/yyyy): Country of birth:
Country of citizenship: Country of residency:
Occupation (e.g. teacher, lawyer, self employed, retired etc.): Driver’s licence number:
Residential address (Please do not use a post office box or an address care of someone else.) Number and Street:
Suburb/Town/City:
State/Territory/County/Region: Country (if not Australia): Post/Zip code:
Email address:
Telephone numbers (Please include country code and area code.) Home telephone: Mobile telephone: Work telephone:
Signature of Authorised Representative
Date: dd/mm/yyyy
Second Representative Mr / Mrs / Miss / Ms / Other (please circle): Family Name/Surname:
First Name(s)/Given Name(s):
Please list any other names by which the authorised representative is known:
Date of birth (dd/mm/yyyy): Country of birth:
Country of citizenship: Country of residency:
Occupation (e.g. teacher, lawyer, self employed, retired etc.): Driver’s licence number:
Residential address (Please do not use a post office box or an address care of someone else.) Number and Street:
Suburb/Town/City:
48 State/Territory/County/Region: Country (if not Australia): Post/Zip code:
Email address:
Telephone numbers (Please include country code and area code.) Home telephone: Mobile telephone: Work telephone:
Signature of Authorised Representative
Date: dd/mm/yyyy
12 Acknowledgements I/We the above named applicant/s declare that the details given in this application are true and correct. By completing this application I/we acknowledge that I/we were given access to a complete copy of the PDS at the same time (and by the same means) as accessing this application. I/We represent and acknowledge that I/we have read and understood the PDS and agree to be bound by the terms of the PDS and the Fund Constitution as amended from time to time. I/We acknowledge that none of the Responsible Entity nor any of its related entities guarantees the performance of the Fund or the repayment of capital or any particular rate of return or any distribution. I/We agree that by signing this form I/We agree to the terms and conditions of appointment of an authorised representative. I am/we are aware that until I/we inform the Responsible Entity otherwise I/we will be taken to have consented to the use and disclosure of my/our personal information for the purpose of telling me/us about products and services offered by the Responsible Entity. I/We understand that if I/we fail to provide any information requested in this application form or do not agree to any of the possible exchanges or uses detailed above, my application may not be accepted by the Responsible Entity. If the applicant is a trustee, the applicant represents and warrants that it is authorised to make the application and do all things necessary as a result of becoming an investor in the Fund pursuant to the terms of the relevant trust deed. You should read the Product Disclosure Statement before signing the application form.
13 Investor Signatures All parties must sign for joint applications. If signed under power of attorney, the attorney encloses a certified copy of the Power of Attorney and declares that he/she has not received notice of revocation of that power. If the applicant is a company, 2 directors or a director and secretary must sign, unless the company is a sole director company, in which case the sole director only must sign. Applicant 1 Signature
Full name:
Date (dd/mm/yyyy):
49 If applicable: Corporate Title (please strike out which ever does not apply) Director / Sole Director / Company Secretary For or on behalf of the company by authority of the directors Other
Applicant 2 Signature
Full name:
Date (dd/mm/yyyy):
If applicable: Corporate Title (please strike out which ever does not apply) Director / Sole Director / Company Secretary For or on behalf of the company by authority of the directors Other
Investments in the name of a company Please place common seal here if required
Privacy Act We advise that once you become an Investor, Chapter 2C of the Corporations Act 2001 requires information about you (including your name, address and details of the securities you hold) to be included in the Fund’s public register. This information must continue to be included in the Fund’s public register if you cease to hold units in the i Capital International Value Fund. These statutory obligations are not altered by the Privacy Amendment (Private Sector) Act 2000. Information is collected to administer your security holding, and if some or all of the information is not collected then it may not be possible to administer your unit holding. Information you supply on this Application Form will be used by us in connection with the issue and subsequent administration of i Capital International Value Fund and may be disclosed by us on a confidential basis to our professional advisers in connection with these purposes. Your personal information may be used for related purposes, such as to inform you about the Responsible Entity and its business in newsletters and other communications that may be sent to you from time to time.
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52 )NDEPENDENCE s )NTELLIGENCE s )NTEGRITY