Putnam New Flag Euro High Fund plc Prospectus 7 July, 2009

INVESTMENT MANAGER PUTNAM INVESTMENTS LIMITED REGULATED BY THE FINANCIAL SERVICES AUTHORITY OF THE UNITED KINGDOM

The Directors of the Company whose names appear under the section headed “Directory” accept responsibility for the information contained in this document. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this document is in accordance with the facts and does not omit anything likely to affect the importance of such information.

(An investment company with variable capital constituted as an umbrella fund under the laws of Ireland and authorised by the Irish Financial Services Regulatory Authority pursuant to the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2003, as amended) PUTNAM NEW FLAG EURO HIGH YIELD FUND PLC (the “Company”) FIRST ADDENDUM DATED 8 DECEMBER 2010 (the “Addendum”)

This Addendum forms part of and should be read in the context of and in conjunction with the Prospectus dated 7 July 2009 in relation to the Company (the “Prospectus”) and the Supplement dated 7 July 2009 for the Putnam New Flag Euro High Yield Fund (the “Supplement”). All capitalised terms herein contained shall have the same meaning in this Addendum as in the Prospectus unless otherwise indicated. All information contained in the Prospectus and Supplement is deemed to be incorporated herein. The directors of the Company (the “Directors”) accept responsibility for the information contained in this Addendum. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in the Prospectus and this Addendum is in accordance with the facts and does not omit anything likely to affect the import of such information. The Directors accept responsibility accordingly. Prospective should not construe the contents of this document as legal, investment, tax or other advice. Each prospective must rely upon his or her own representatives, including his or her own legal counsel and accountants, as to legal, economic, tax and related aspects of the investment described herein and as to its suitability for such investor. The Directors wish to advise Shareholders and prospective investors of the following changes to the Prospectus and Supplement (where relevant): (a) Amendment to the Address of the Custodian and Administrator All references in the Prospectus to the address of the Custodian and Administrator shall be deleted and replaced with the following: “78 Sir John Rogerson’s Quay, Dublin 2, Ireland.” (b) Amendment to references to the Irish Financial Services Regulatory Authority All references in the Prospectus to “the Irish Financial Services Regulatory Authority” and/or “the Financial Regulator” shall be deleted and replaced with “the Central Bank”. (c) Amendment to the Prospectus section entitled “Directory – Directors” The section of the Prospectus entitled “Directory – Directors” shall be amended by deleting Christopher C. Thompson as a director of the Company and adding Keith E. Thomas to the list of Directors. (d) Amendment to the Prospectus section entitled “Definitions” The definition of the Financial Regulator shall be deleted in its entirety and replaced with the following: “Central Bank means the Central Bank of Ireland, the body responsible for both central banking and in the Republic of Ireland pursuant to the Central Bank Reform Act, 2010 and which replaced on 1 October 2010 the previous related entities being (i) the Central Bank and the Financial Services Authority of Ireland and (ii) the Irish Financial Services Regulatory Authority.” (e) Amendment to the Prospectus section entitled “Management and Administration – The Directors and Secretary” The section headed “Management and Administration – The Directors and Secretary” shall be amended by deleting the names and the biographies of the Directors and replacing them with the following: “DAVID DILLON (IRELAND) David Dillon is an Irish citizen and was admitted to practice as a solicitor in 1978. He is a graduate of University College Dublin where he read law and has an MBA from Trinity College Dublin. David Dillon is a founding partner and a senior partner of Dillon Eustace where he works principally in the areas of corporate , financial services and banking. He worked with the international law firm of Hamada & Matsumoto in Tokyo during 1983/1984. He speaks regularly at the International Bar Association and other international fora. He is also a director of a number of Irish based investment and management companies. He is a member of a number of committees and sub-committees established by the Irish Law Society relating to commercial law and financial services. He is co-chair of the Investment Funds Committee (Committee I) of the International Bar Association. He is a past chairman of the government’s IFSC Funds Working Group and was an ex officio member of the Clearing House Group of the International Financial Services Centre. F. PETER FERRELLI (UNITED STATES) Peter Ferrelli is a United States citizen and a Managing Director, Director of Global Institutional Client Service of Putnam Investments. In this role, he is responsible for the development and management of all client service and reporting for Putnam’s institutional clients worldwide. Mr. Ferrelli has diverse operations, custody, and investor servicing experience having previously held several management positions in global institutional and retail areas of shareholder and advisor servicing, U.S. retirement operations, offshore funds, and custody services within Putnam’s U.S. retail mutual fund business. Mr. Ferrelli joined Putnam in 1986 and has over 24 years of experience in the investment industry. He holds a BS degree in business administration from Plymouth State University. JOSEPH T. PHOENIX (UNITED STATES) Joseph Phoenix is a United States citizen and Managing Director, Head of Global Institutional Management at Putnam Investments. In this role, he is responsible for directing all marketing and distribution efforts for Putnam’s global institutional business. Prior to this role, Mr. Phoenix held various positions since joining Putnam in 1989. He began his Putnam career as a wholesaler for eight years and was

Putnam New Flag Euro High Yield Fund Plc – Addendum 1 named Senior Vice President and Eastern Division Sales Manager, Financial Institutions Division and was then promoted to Managing Director, Regional Director, Central Region. In 2006, he assumed the role as Head of European Distribution and was responsible for directing European distribution efforts from London. His responsibilities included sales force management, marketing, and advertising development and developing overall European distribution strategy. Mr. Phoenix joined Putnam in 1989 and has 25 years of experience in the investment industry. He holds an MBA from Northwestern University and a BA from Washington & Lee University. KEITH E. THOMAS (UNITED KINGDOM) Keith Thomas is a British citizen and a Senior Vice President, Director of UK Institutional Business for Putnam Investments. In this role, he is responsible for directing Putnam’s institutional distribution efforts throughout the United Kingdom. Mr. Thomas joined Putnam in 2006. Prior to joining Putnam, Mr. Thomas held investment related institutional and defined contribution positions in the United Kingdom. He has 22 years of investment industry experience. WYNDHAM WILLIAMS (IRELAND) Wyndham Williams is an Irish citizen and is an experienced senior banking executive with widespread international and domestic expertise in corporate banking and general management. A Fellow of the Institute of Bankers in Ireland he has been involved in the Banking and Financial Services industry since 1959. In 1973 Mr. Williams opened the first U.S. office of AIB Bank in New York. In 1977 he was appointed Senior Vice President in charge of AIB’s International Corporate Division to develop AIB’s corporate strategy to multinational corporations establishing in Ireland. In 1991 he was appointed Regional Director of AIB Dublin Metropolitan Region. In 1995 he was appointed Managing Director of AIB Home Mortgages and Director of AIB Commercial Services Limited. Mr. Williams holds a B.A. (Hons) and M.Sc. (Mgt) from Trinity College Dublin.” (f) Amendment to the Prospectus section entitled “The Company – The ” The third and fourth paragraphs under the section “The Company – The Share Capital” shall be amended by the deletion of any reference to Christopher C. Thompson. (g) Amendment to the Prospectus section entitled “Important Information for Austrian Investors” – All references to the “Austrian Authority” shall be deleted and replaced with “Austrian Financial Market Supervisory Authority”. – All references to “Ministry of Finance” shall be deleted and replaced with “Osterreichische Kontrollbank”. – The first sentence of the second paragraph under the heading “Taxation” shall be deleted in its entirety and replaced with the following: “Investors should note that the Company has appointed PWC PricewaterhouseCoopers Wirtschaftsprüfungs- und Steuerberatung GmbH, Erdbergstraße 200, 1030 Vienna, Austria as its fiscal representative in accordance with §42 together with §40 (2) item 2 InvFG 1993.”

Dated: 8 December, 2010

264234 12/10 PUTNAM NEW FLAG EURO HIGH YIELD FUND PLC (the “Company”) SECOND ADDENDUM DATED 30 SEPTEMBER, 2011 (the “Addendum”)

This Addendum forms part of and should be read in the context of and in conjunction with the Prospectus dated 7 July, 2009 as amended by the First Addendum dated 8 December, 2010 in relation to the Company (the “Prospectus”) and the Supplement dated 7 July, 2009 for the Putnam New Flag Euro High Yield Fund (the “Supplement”). All capitalised terms herein contained shall have the same meaning in this Addendum as in the Prospectus unless otherwise indicated. All information contained in the Prospectus and Supplement is deemed to be incorporated herein. The directors of the Company (the “Directors”) accept responsibility for the information contained in this Addendum. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in the Prospectus and this Addendum is in accordance with the facts and does not omit anything likely to affect the import of such information. The Directors accept responsibility accordingly. Prospective investors should not construe the contents of this document as legal, investment, tax or other advice. Each prospective investor must rely upon his or her own representatives, including his or her own legal counsel and accountants, as to legal, economic, tax and related aspects of the investment described herein and as to its suitability for such investor. The Directors wish to advise Shareholders and prospective investors of the following changes to the Prospectus and Supplement (where relevant): (a) The section in the Prospectus entitled “Definitions” shall be amended by deleting the definitions of “UCITS” and “UCITS Regulations” and replacing them instead with the following: “UCITS an undertaking for collective investment in transferable securities established the sole objective of which is the collective investment in either or both transferable securities and/or other liquid financial assets referred to in Regulation 68 of the UCITS Regulations of capital raised from the public which operates on the principle of risk spreading and the shares or units of which are, at the request of the holders, repurchased or redeemed directly or indirectly, out of the undertaking’s assets;” “UCITS Regulations the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 (S.I. No. 352 of 2011) (as amended, consolidated or substituted from time to time) and any regulations issued by the Central Bank pursuant thereto from the time being in force;” Furthermore, any reference in the Prospectus to the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations, 2003 (S.I. No. 211 of 2003) shall be deleted and replaced with the following: “European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 (S.I. No. 352 of 2011).” (b) Amendment to the Prospectus section entitled “Investment Considerations – Investment Objective and Policies” The section in the Prospectus entitled “Investment Considerations – Investment Objective and Policies” shall be amended by deleting in its entirety the following third to last paragraph of that section: “In addition, a Portfolio will not invest in the debt securities of obligors situated in countries whose sovereign rating is less than Investment Grade as measured by Moody’s and Standard & Poor’s.” (c) Amendments to Supplement No. 1 Putnam New Flag Euro High Yield Fund – The second paragraph entitled “Description of European High Yield Market” in the section entitled “Investment Objective and Policies” shall be deleted in its entirety. – The first sentences of the first and second paragraphs in the section entitled “Investment Objective and Policies – Description of the Portfolio’s Types of Assets” are amended by deleting the word “predominantly” and replacing it with the word “primarily” and also by adding reference to permitting investment in securities in the Portfolio’s benchmark. The sentences should now read: “The Portfolio will primarily invest in non-investment grade debt obligations issued by European based companies or non-European based companies which have a substantial share of their revenues or income based in Europe or which are non-European based companies which issue specific securities that are contained in the Portfolio’s benchmark which are transferable securities and which are listed or traded on the market organised by the International Association or other Recognised Markets. The Portfolio measures its performance against the benchmark. The benchmark is the BofA Merrill Lynch European Currency High Yield Constrained Index (100% hedged in Euro). The BofA Merrill Lynch European Currency High Yield Constrained Index, hedged into euro, is an unmanaged list of lower-rated, higher-yielding, European corporate bonds with all currency exposure hedged back into euro. Any change to the benchmark will be set out in the periodic reports. The securities in which the Portfolio will invest, therefore, will be primarily rated Ba1 or BB+ or below by Moody’s, Standard & Poor’s or Fitch IBCA.”

Putnam World Trust – Addendum1 (d) References to the Investment Manager There are certain references in the Prospectus to the Investment Manager being “regulated by the Financial Services Authority of the United Kingdom”. These references should be amended to read “authorised and regulated by the Financial Services Authority of the United Kingdom”. (e) Profile of a Typical Investor Supplement 1 of the Prospectus shall be amended by the insertion of the following new heading and sub-paragraph after the section “Investment Risks”: “PROFILE OF A TYPICAL INVESTOR Investment in the Portfolio may be suitable for investors seeking a total return and who are prepared to accept a significant degree of .”

Dated: 30 September, 2011

269762 09/11 PUTNAM NEW FLAG EURO HIGH YIELD FUND PLC (the “Company”) THIRD ADDENDUM DATED 14 March, 2012 (the “Addendum”)

This Addendum forms part of and should be read in the context of and in conjunction with the Prospectus for the Company dated 7 July, 2009 as amended by the First Addendum dated 8 December, 2010 and the Second Addendum dated 30 September, 2011 in relation to the Company (the “Prospectus”) and the Supplement dated 7 July, 2009 for the Putnam New Flag Euro High Yield Fund (the “Supplement”). All capitalised terms herein contained shall have the same meaning in this Addendum as in the Prospectus unless otherwise indicated. All information contained in the Prospectus and Supplement is deemed to be incorporated herein. The directors of the Company (the “Directors”) accept responsibility for the information contained in this Addendum. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in the Prospectus and this Addendum is in accordance with the facts and does not omit anything likely to affect the import of such information. The Directors accept responsibility accordingly. Prospective investors should not construe the contents of this document as legal, investment, tax or other advice. Each prospective investor must rely upon his or her own representatives, including his or her own legal counsel and accountants, as to legal, economic, tax and related aspects of the investment described herein and as to its suitability for such investor. The Directors wish to advise Shareholders and prospective investors of the following changes to the Prospectus and Supplement (where relevant): (a) Change of Transfer Agent Effective 1 January 2012, the registrar and transfer agency functions of the Company’s old transfer agent, Citi Fund Services (Ireland), Limited was transferred to the Company’s new transfer agent, namely Citibank Europe plc, pursuant to a scheme of arrangement. Accordingly, all references as appropriate in the Prospectus to “Citi Fund Services (Ireland), Limited shall be deleted and replaced with references to “Citibank Europe plc.” – The section of the Prospectus entitled “Directory” shall be amended by deleting the information under “Transfer Agent” and replacing it with the following: “Citibank Europe plc 1 North Wall Quay Dublin 1 Ireland” Any other reference to the address of Citibank Europe plc shall be reflected as above. – In addition, the three paragraphs under the heading “Transfer Agent” in the section of the Prospectus headed “Management and Administration” shall be deleted and replaced with the following: “Citi Fund Services (Ireland), Limited (and as transferred from Citi Fund Services (Ireland), Limited to Citibank Europe plc pursuant to a scheme of arrangement on 1 January 2012), was appointed as a transfer agent pursuant to the Transfer Agency Agreement. Citibank Europe plc is a licensed bank, authorised and regulated by the Central Bank of Ireland. Citibank Europe plc was incorporated in Ireland on 9 June 1988 under registered number 132781 and is a member of the Citigroup group of companies, having as its ultimate parent Citigroup Inc., a U.S. publicly-quoted company. The Transfer Agent shall be responsible for the maintenance of the shareholders’ register, and shall process all applications for purchase, exchange and redemption of Shares.” – The section in the Prospectus entitled “General – Material Contracts” shall be amended by deleting paragraph (d) in its entirety and replacing it with the following: “(d) Amended and Novated Transfer Agency Agreement dated 29 June, 2007 and effective 23:59 (Irish time) on 30 June, 2007, as may be amended, between the Company, Citi Fund Services (Ireland), Limited (and as transferred from Citi Fund Services (Ireland), Limited to Citibank Europe plc pursuant to a scheme of arrangement on 1 January 2012), J. P. Morgan Administration Services (Ireland) Limited and the Administrator amending and novating the transfer agency agreement dated 23 December, 2003 as amended by an amendment agreement dated 20 April, 2007 (the “Transfer Agency Agreement”) between the Company, Citi Fund Services (Ireland), Limited (and as transferred from Citi Fund Services (Ireland), Limited to Citibank Europe plc pursuant to a scheme of arrangement on 1 January 2012) and J. P. Morgan Administration Services (Ireland) Limited pursuant to which the Administrator was assigned the rights and obligations under the Transfer Agency Agreement; and” (b) Amendment to the Prospectus section entitled “MANAGEMENT AND ADMINISTRATION – THE DIRECTORS AND SECRETARY” The section entitled “MANAGEMENT AND ADMINISTRATION – THE DIRECTORS AND SECRETARY” shall be amended by deleting the names and biographies of the Directors in their entirety and replacing them with the following: “DAVID DILLON (IRELAND) David Dillon is an Irish citizen and was admitted to practice as a solicitor in 1978. He is a graduate of University College Dublin where he read law and has an MBA from Trinity College Dublin. David Dillon is a founding partner and a senior partner of Dillon Eustace where he works principally in the areas of corporate finance, financial services and banking. He worked with the international law firm

Putnam New Flag Euro High Yield Fund Plc – Addendum 1 of Hamada & Matsumoto in Tokyo during 1983/1984. He speaks regularly at the International Bar Association and other international fora. He is also a director of a number of Irish based investment and management companies. He is a member and a former co-chair of the Investment Funds Committee (Committee I) of the International Bar Association. He is a past chairman of the government’s IFSC Funds Working Group and was an ex officio member of the Clearing House Group of the International Financial Services Centre. F. PETER FERRELLI (UNITED STATES) Peter Ferrelli is a United States citizen and Director of Global Institutional Client Service at Putnam Investments. In this role, he is responsible for the development and management of all client service and reporting for Putnam’s institutional clients worldwide. Mr. Ferrelli has diverse operations, custody, and investor servicing experience, having previously held several management positions in global institutional and retail areas of shareholder and advisor servicing, U.S. retirement operations, offshore funds, and custody services within Putnam’s U.S. retail mutual fund business. Mr. Ferrelli joined Putnam in 1986 and has over 25 years of experience in the investment industry. He holds a BS degree in business administration from Plymouth State University. ÿ SUSAN G. MALLOY (UNITED STATES) Susan Malloy is a United States citizen and Director of Accounting and Control Services at Putnam Investments. In this role, she oversees the daily management of offshore and U.S. retail mutual fund accounting operations and interacts with the U.S. mutual funds’ Putnam Board of Trustees. Prior to this role, Ms. Malloy held several management positions in the accounting area since joining Putnam in 1977. Ms. Malloy has 34 years of experience in the investment industry. JOSEPH T. PHOENIX (UNITED STATES) Joseph Phoenix is a United States citizen and Head of Global Institutional Management at Putnam Investments. In this role, he is responsible for directing all marketing and distribution efforts for Putnam’s global institutional business. Prior to this role, Mr. Phoenix held various positions since joining Putnam in 1989. He began his Putnam career as a wholesaler for eight years and was named Senior Vice President and Eastern Division Sales Manager, Financial Institutions Division and was then promoted to Managing Director, Regional Director, Central Region. In 2006, he assumed the role as Head of European Distribution and was responsible for directing European distribution efforts from London. His responsibilities included sales force management, marketing, and advertising development and developing overall European distribution strategy. Mr. Phoenix joined Putnam in 1989 and has 26 years of experience in the investment industry. He holds an MBA from Northwestern University and a BA from Washington & Lee University. STEPHEN J. TATE (UNITED STATES) Stephen Tate is a United States citizen and Senior Counsel at Putnam Investments. In this role, he is responsible for legal matters for Putnam’s international/institutional and defined contribution (U.S. retirement) businesses. Prior to this role, Mr. Tate was responsible for disclosure matters and regulatory compliance relating to Putnam’s U.S. retail mutual fund group. Prior to joining Putnam, Mr. Tate was an Associate at Ropes & Gray LLP, a U.S. law firm. He holds a JD from Harvard University and an AB from the University of Georgia. Mr. Tate joined Putnam in 2004 and has 11 years of experience in the legal and investment industries. KEITH E. THOMAS (UNITED KINGDOM) Keith Thomas is a British citizen and Director of UK Institutional Business at Putnam Investments. In this role, he is responsible for directing Putnam’s institutional distribution efforts throughout the United Kingdom. Mr. Thomas joined Putnam in 2006. Prior to joining Putnam, Mr. Thomas held investment-related institutional and defined contribution positions in the United Kingdom. He has 23 years of investment industry experience. WYNDHAM WILLIAMS (IRELAND) Wyndham Williams is an Irish citizen and is an experienced senior banking executive with widespread international and domestic expertise in corporate banking and general management. A Fellow of the Institute of Bankers in Ireland he has been involved in the Banking and Financial Services industry since 1959. In 1973, Mr. Williams opened the first U.S. office of AIB Bank in New York. In 1977, he was appointed Senior Vice President in charge of AIB’s International Corporate Division to develop AIB’s corporate strategy to multinational corporations establishing in Ireland. In 1991, he was appointed Regional Director of AIB Dublin Metropolitan Region. In 1995, he was appointed Managing Director of AIB Home Mortgages and Director of AIB Commercial Services Limited. Mr. Williams holds a BA (Hons) and MSc (Mgt) from Trinity College Dublin.” (c) Amendment to Prospectus section entitled “Determination of ” The first sentence of the last paragraph in the section entitled “Determination of Net Asset Value” shall be deleted in its entirety and replaced with the following: “Save where the determination of the Net Asset Value per Share in respect of the Company has been temporarily suspended in the circumstances described under “Temporary Suspension of Dealings” below, the most recently available Net Asset Value per Share of each Portfolio on each Dealing Day shall be made public at the registered office of the Administrator, at the following website: www.putnam.com/ucits and/or in such other publications as the Investment Manager may from time to time determine and notify to Shareholders.” (d) Amendment to Prospectus section entitled “APPENDIX II. Important Information for Austrian Investors” – The first paragraph in the section entitled “Appendix II, Important Information for Austrian Investors” shall be deleted in its entirety and replaced with the following: “The Company has notified the Austrian Financial Market Authority (“FMA”) of its intention to sell Shares of its Portfolios in the Republic of Austria in accordance with Section 140 para 1 Investment Funds Act 2011 (“InvFG”). The following information applies to any such public offers and sales in Austria and in respect to Austrian investors:”

2 Putnam New Flag Euro High Yield Fund Plc – Addendum – The first paragraph in Item 1. “Payment and Information Agent” in Appendix II shall be deleted in its entirety and replaced with the following: “In accordance with Section 141 InvFG the Company has appointed Erste Bank der Oesterreichichen Sparkassen AG, Graben 21, A-1010, Vienna, Austria (telephone 0043(0) 50 100 11744) as its Paying and Information Agent (“Paying Agent”). Any Austrian investor may therefore turn to the Paying Agent, to require that any payments made to them from the Company or any payments made by them to the Company be conducted through the Paying Agent. Investors that hold Shares in the Portfolios of the Company may turn to the Paying Agent to require the redemption of their Shares.” – The third paragraph in Item 1. “Payment and Information Agent” in Appendix II shall be deleted in its entirety and replaced with the following: “Any investor may also directly turn to Putnam Investments Limited or the Transfer Agent, at Citibank Europe plc, 1 North Wall Quay, Dublin 1, Ireland where they will also receive this information.” – Item 2. “Publication of Prices” in Appendix II shall be deleted in its entirety and replaced with the following: “The most recently available Net Asset Values of the Portfolios are available at the registered office of the Administrator and at the following website: www.putnam.com/ucits. Further information, as required under Austrian law, will be sent to Shareholders by way of letters.” – The first sentence of the second paragraph of Item 3. “Taxation” in Appendix II shall be deleted and replaced with the following: “Investors should note that the Company has appointed PWC PricewaterhouseCoopers Wirtschaftsprüfungs-und Steuerberatung GmbH, Erdbergstraße 200, 1030 Vienna, Austria as its fiscal representative in accordance with Section 186 para 2 item 2 Investment Funds Act 2011.” (e) Amendment to Prospectus section entitled “APPENDIX IV. Important Information for German Investors” Item 5 of Appendix IV shall be deleted in its entirety and replaced with the following: “5. The purchase and redemption prices and the interim profit of each Portfolio shall be published on www.putnam.com/ucits. Further information for investors, if any, shall be sent to Shareholders by way of letters.” (f) Amendment to Putnam’s website address All references throughout the Prospectus to the website address of www.putnam.com should be deleted and replaced with the following: “www.putnam.com/ucits” (g) All references throughout the Prospectus to “Simplified Prospectus” shall be revised as follows: “Simplified Prospectus (or, where applicable, the most recent Key Investor Information Documents),”

Dated: 14 March, 2012

Putnam New Flag Euro High Yield Fund Plc – Addendum 3 273006 3/12 Putnam New Flag Euro High Yield Fund plc (the “Company”)

Fourth Addendum Dated 18 February, 2014 (the “Addendum”)

This Addendum forms part of and should be read in the context of and in conjunction with the Prospectus for the Company dated 7 July, 2009 as amended by the First Addendum dated 8 December, 2010, the Second Addendum dated 30 September, 2011 and the Third Addendum dated 14 March, 2012 in relation to the Company (the “Prospectus”) and the Supplement dated 7 July, 2009 for the Putnam New Flag Euro High Yield Fund (the “Supplement”). All capitalised terms herein contained shall have the same meaning in this Addendum as in the Prospectus unless otherwise indicated. All information contained in the Prospectus and Supplement is deemed to be incorporated herein. The directors of the Company (the “Directors”) accept responsibility for the information contained in this Addendum. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in the Prospectus and this Addendum is in accordance with the facts and does not omit anything likely to affect the import of such information. The Directors accept responsibility accordingly. Prospective investors should not construe the contents of this document as legal, investment, tax or other advice. Each prospective investor must rely upon his or her own representatives, including his or her own legal counsel and accountants, as to legal, economic, tax and related aspects of the investment described herein and as to its suitability for such investor. The Directors wish to advise Shareholders and prospective investors of the following changes to the Prospectus and Supplement (where relevant): (a) Amendment to all references in the Prospectus to the Financial Services Authority All references in the Prospectus to the U.K. Regulator “Financial Services Authority” should be replaced with the “Financial Conduct Authority.” (b) Amendment to all references in the Prospectus to U.S. Person All references in the Prospectus to “U.S. Person” should be replaced with “U.S. Person or U.S. Taxpayer.” (c) Amendment to the Prospectus section entitled “Directory—Directors” The section entitled “Directory—Directors” shall be amended by deleting Joseph T. Phoenix as a director of the Company and inserting Susan G. Malloy and Stephen J. Tate to the list of directors. (d) Amendment to the Prospectus section entitled “Definitions” The definition of “U.S. Person” is replaced in its entirety with the following: “U.S. Person means a person who is: (a) a person included in the definition of “U.S. person” under Rule 902 of Regulation S under the 1933 Act, or (b) a person excluded from the definition of a “Non-United States person” as used in the United States Commodity Futures Trading Commission (CFTC) Rule 4.7. For the avoidance of doubt, a person is excluded from this definition of U.S. Person only if he or it does not satisfy any of the definitions of “U.S. person” in Rule 902 and qualifies as a “Non-United States person” under CFTC Rule 4.7. “U.S. person” under Rule 902 of Regulation S under the 1933 Act includes the following: (a) any natural person resident in the United States; (b) any partnership or corporation organised or incorporated under the laws of the United States; (c) any estate of which any executor or administrator is a U.S. person; (d) any trust of which any trustee is a U.S. person; (e) any agency or branch of a non-U.S. entity located in the United States; (f) any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a U.S. person; (g) any discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organised, incorporated or (if an individual) resident in the United States; (h) any partnership or corporation if: (1) organised or incorporated under the laws of any non-U.S. jurisdiction; and (2) formed by a U.S. person principally for the purpose of investing in securities not registered under the 1933 Act, unless it is organised or incorporated, and owned by accredited investors (as defined in Rule 501(a) of Regulation D under the 1933 Act) who are not natural persons, estates or trusts; and (i) any other individual or entity the Company otherwise may determine to be a U.S. person from time to time. Notwithstanding the preceding paragraph, “U.S. person” under Rule 902 does not include: (i) any discretionary account or similar account (other than an estate or trust) held for the benefit or account of a non-U.S. person by a dealer or other professional fiduciary organised, incorporated, or (if an

Putnam New Flag Euro High Yield Fund plc 1 individual) resident in the United States; (ii) any estate of which any professional fiduciary acting as executor or administrator is a U.S. person, if (A) an executor or administrator of the estate who is not a U.S. person has sole or shared investment discretion with respect to the assets of the estate, and (B) the estate is governed by non-U.S. law; (iii) any trust of which any professional fiduciary acting as trustee is a U.S. person, if a trustee who is not a U.S. person has sole or shared investment discretion with respect to the trust assets, and no beneficiary of the trust (and no settlor if the trust is revocable) is a U.S. person; (iv) an employee benefit plan established and administered in accordance with the law of a country other than the United States and customary practices and documentation of such country; (v) any agency or branch of a U.S. person located outside the United States if (A) the agency or branch operates for valid business reasons, and (B) the agency or branch is engaged in the business of insurance or banking and is subject to substantive insurance or banking regulation, respectively, in the jurisdiction where located; and (vi) certain international organisations as specified in Rule 902(k)(2)(vi) of Regulation S under the 1933 Act, including their agencies, affiliates and pension plans. CFTC Rule 4.7 currently provides in relevant part that the following persons are considered “Non- United States persons”: (a) a natural person who is not a resident of the United States or an enclave of the U.S. government, its agencies or instrumentalities; (b) a partnership, corporation or other entity, other than an entity organised principally for passive investment, organised under the laws of a non-U.S. jurisdiction and which has its principal place of business in a non-U.S. jurisdiction; (c) an estate or trust, the income of which is not subject to U.S. income tax regardless of source; (d) an entity organised principally for passive investment such as a pool, investment company or other similar entity, provided, that units of participation in the entity held by persons who do not qualify as Non-United States persons or otherwise as qualified eligible persons (as defined in CFTC Rule 4.7(a)(2) or (3)) represent in the aggregate less than ten percent of the beneficial interest in the entity, and that such entity was not formed principally for the purpose of facilitating investment by persons who do not qualify as Non-United States persons in a pool with respect to which the operator is exempt from certain requirements of Part 4 of the CFTC’s regulations by virtue of its participants being Non-United States persons; and (e) a pension plan for the employees, officers or principals of an entity organised and with its principal place of business outside the United States;” The following definition of “U.S. Taxpayer” is added: “U.S. Taxpayer means (a) a U.S. citizen or resident alien of the United States (as defined for U.S. federal income tax purposes); (b) any entity treated as a partnership or corporation for U.S. federal tax purposes that is created or organised in, or under the laws of, the United States or any state thereof (including the District of Columbia); (c) any other partnership that is treated as a U.S. Taxpayer under U.S. Treasury Department regulations; (d) any estate, the income of which is subject to U.S. income taxation regardless of source; and (e) any trust over whose administration a court within the United States has primary supervision and all substantial decisions of which are under the control of one or more U.S. fiduciaries. Persons who have lost their U.S. citizenship and who live outside the United States may nonetheless, in some circumstances, be treated as U.S. Taxpayers. An investor who is not a U.S. Person may nevertheless be considered a “U.S. Taxpayer” under U.S. federal income tax laws;” (e) Amendments to the Prospectus section entitled “Management and Administration” The last paragraph in section entitled “Management and Administration—The Custodian” should be deleted in its entirety and replaced with the following: “The Custodian was initially appointed for an initial term of three years from the date of the Custodian Agreement and is now serving additional successive periods of one year. The Custodian may be removed by giving 180 days’ notice.” (f) Amendment to the Prospectus section entitled “Portfolio Investment Techniques—Financial Derivative Instruments” Within the Prospectus section entitled “Portfolio Investment Techniques” the following subsections shall be added after the subsection entitled “Financial Derivative Instruments”: Collateral Where necessary or deemed appropriate, a Portfolio will accept collateral from its counterparties in order to reduce counterparty risk exposure generated through the use of over-the-counter derivative instruments and efficient portfolio management techniques. Any collateral received by a Portfolio shall comprise of cash collateral and/or government backed securities of varying maturity that satisfy the requirements of the Central Bank relating to non-cash collateral that may be received by a UCITS. Cash collateral received by a Portfolio may be reinvested in accordance with the requirements of the Central Bank at the discretion of the Investment Advisor. In this regard, any cash collateral received by a Portfolio may be placed on deposit with relevant credit institutions as permitted by the Regulations. In such circumstances, the Portfolio shall be exposed to the creditworthiness of the relevant credit institution with which cash collateral is placed. The level of collateral required to be posted may vary by counterparty with which a Portfolio trades, and is based on the daily mark- to-market value of the relevant derivatives exposure. The haircut policy applied to posted collateral will be negotiated on a counterparty-by-counterparty basis and will vary depending on the class of asset received by a Portfolio, taking into account the credit standing and price volatility of the securities posted by the relevant counterparty.

2 Putnam New Flag Euro High Yield Fund plc Counterparties A Portfolio’s use of FDI involves the risk of counterparty default and the risk of a negative impact to the Portfolio’s performance. More information on the risks associated with counterparties, how the Portfolios manage counterparty exposure, and what types of counterparties the Portfolios engage with is included in the Prospectus section entitled “Derivatives Risks – Counterparty Risks” and in the risk management process filed with the Central Bank. Investors should be aware that when a Portfolio enters into FDI-related agreements, any associated operational costs and/or fees shall be deducted from the revenue delivered to the Portfolio. Such fees and costs may include financing fees or brokerage fees. One of the considerations taken into account by the Investment Advisor when selecting brokers and counterparties to derivatives transactions on behalf of a Portfolio is that any such costs and/or fees that are deducted from the revenue delivered to the Portfolio shall be at normal commercial rates and shall not include any hidden revenue. Such direct or indirect costs and fees will be paid to the relevant broker or counterparty to the derivatives transaction, which, in the case of derivatives used for share class currency hedging purposes, may include the Custodian or entities related to the Custodian. All revenues generated through the use of derivatives for efficient portfolio management, net of direct and indirect operational costs and fees, will be returned to the Portfolio. Subject to compliance with these conditions and those described in the Prospectus section entitled “Derivatives Risks – Counterparty Risks”, the Investment Advisor has full discretion as to the appointment of counterparties when entering into derivatives in furtherance of the Portfolio’s investment objective and policies. It is not possible to list comprehensively all of the counterparties that the Portfolios may have, as they will change from time to time, but the annual accounts of the Company will include details of the counterparties engaged with during the relevant period. Financial Indices As an alternative to direct investment, exposure to instruments or markets may be obtained through the use of derivative instruments the returns on which are referenced to the performance of financial indices. These financial indices may or may not be comprised of Eligible Assets, as defined in the UCITS Notices. Where exposure is generated to financial indices that are not comprised of Eligible Assets or in circumstances where an index is comprised of Eligible Assets but the relevant Portfolio cannot comply with the risk spreading rules set down in the Regulations taking into account both direct and indirect exposure of the Portfolio to the constituents of the relevant index, then the exposure will satisfy the criteria set down in the UCITS Notices. Subject to compliance with those conditions, the Investment Advisor has full discretion as to which financial indices to take exposure to in furtherance of a Portfolio’s investment objectives and policies. It is not possible to list comprehensively the actual indices to which exposure may be taken, as they will change from time to time, but the annual accounts of the Company will include details of the indices to which exposures are taken during the relevant period. Financial indices to which a Portfolio may gain exposure will be rebalanced/adjusted on a periodic basis (i.e., either on a weekly, monthly, quarterly, semi-annual or annual basis). The costs associated with gaining exposure to a financial index may be impacted by the frequency with which the relevant financial index is rebalanced, as an index may pass on rebalancing costs by including them in the price of the index. Where the weighting of a particular constituent in a financial index exceeds a Portfolio’s investment restrictions, the Investment Advisor will, as a priority objective, look to remedy the situation in a reasonable time frame, taking into account the interests of the Portfolio and Shareholders. (g) Amendment to the Prospectus section entitled “Portfolio Investment Techniques—Particular Risks of Forward Spot Contracts” Within the Prospectus section entitled “Portfolio Investment Techniques” the subsection entitled “Particular Risks of Forward Spot Contracts” shall be renamed “Additional Derivatives Risks”, and shall be moved so that it follows the subsection entitled “Financial Derivative Instruments (“FDIs”)”. Item “(a)” in this subsection shall be deleted in its entirety and replaced with the following: “(a) Counterparty Risks In general, there is less government regulation and supervision of transactions in the OTC markets (in which currencies, spot and contracts, certain options on currencies and swaps are generally traded) than of transactions entered into on regulated exchanges. In addition, many of the protections afforded to participants on some regulated exchanges, such as the performance guarantee of an exchange clearing house, might not be available in connection with OTC transactions. OTC options are not regulated. OTC options are non-exchange traded option agreements, which are specifically tailored to the needs of an individual investor. These options enable the user to structure precisely the date, market level and amount of a given . The counterparty for an OTC transaction will be the specific firm involved in the transaction rather than a regulated exchange and, accordingly, the bankruptcy or default of the counterparty could result in substantial losses to the transacting Portfolio. In addition, a counterparty may not settle a transaction in accordance with its terms and conditions because the contract is not legally enforceable or because it does not accurately reflect the intention of the parties or because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Portfolio to suffer a loss. To the extent that a counterparty defaults on its obligation and the Portfolio is delayed or prevented from exercising its rights with respect to the investments in its portfolio, it may experience a decline in the value of its position, lose income and incur costs associated with asserting its rights. It is not possible to list comprehensively all of the counterparties that a Portfolio may have, as they will change from time to time. Counterparty exposure will be in accordance with the applicable Portfolio’s investment restrictions. The Investment Advisor will only enter into OTC derivative contracts on behalf of a Portfolio with counterparties that have a -term rating of A-2 or P-2, or equivalent, as designated by an internationally recognised rating agency (e.g., Standard & Poor’s (“S&P”) or Moody’s Investor Services (“Moody’s”)). An unrated counterparty will be regarded as having the rating of its parent if the counterparty’s obligations are guaranteed by the parent. The Investment Advisor only trades derivatives with approved U.S. broker/dealers and approved banks/credit institutions with which, where applicable, an International Swaps and Derivatives Association (“ISDA”) master agreement is in place. Regardless of the measures a Portfolio and the Investment Advisor may implement to reduce counterparty credit risk, however, there can be no assurance that a counterparty will not default or that the Portfolio will not sustain losses on the transactions as a result.”

Putnam New Flag Euro High Yield Fund plc 3 The last sentence of item “(b)” in this subsection shall be deleted in its entirety and replaced with the following: “For this reason, when entering into forward and spot contracts, the Company may be required to and must be able to, perform its obligations under the contract.” (h) Amendment to the Prospectus section entitled “Subscriptions—Anti-Money Laundering and Countering Terrorist Financing Measures” The section entitled “Subscriptions—Anti-Money Laundering and Countering Terrorist Financing Measures” should be deleted in its entirety and replaced with the following: “Measures provided for in the Criminal Justice (Anti-Money Laundering and Terrorist Financing) Act, 2010, as amended, together with any guidance notes pursuant thereto that are aimed towards the prevention of money laundering, require detailed verification of each applicant’s identity, address and source of funds (and where applicable the beneficial owner) and ongoing monitoring of the business relationship. Politically exposed persons (“PEPs”), an individual who is or has, at any time in the preceding year, been entrusted with prominent public functions, an immediate family member, or persons known to close associates of such persons, must also be identified. By way of example, an individual may be required to produce a copy of a passport or identification card duly certified by a notary public, together with evidence of his/her address such as two original or certified copies of his/her address (e.g., utility bills or bank statements) and date of birth. In the case of corporate applicants this may require production of a certified copy of the certificate of incorporation (and any change of name), memorandum and articles of association (or equivalent), the names, occupations, dates of birth and residential and business addresses of all directors and shareholders holding 25% or more of the issued share capital of the corporate body and a properly authorised mandate of the Directors to open an account conferring authority on those who will operate it. The Company or its delegates reserve the right to request such information as is necessary to verify the identity of an applicant in accordance with prevailing Irish requirements. In the event of delay or failure by the applicant to produce any information required for verification purposes, the Company or its delegates may refuse to accept the application and subscription monies may be returned without interest to the account from which the monies were originally debited. The Directors may compulsorily redeem such Shareholder’s Shares and/or payment of Redemption Proceeds may be delayed and none of the Directors, the Investment Manager, the Custodian, Administrator or Transfer Agent shall be liable to the subscriber or Shareholder where an application for Shares is not processed or Shares are compulsorily redeemed in such circumstances. If an application is rejected, the Company or its delegates will return the application monies or the balance thereof by telegraphic transfer in accordance with any applicable laws to the account from which it was paid at the cost and risk of the applicant. The Company or its delegates may refuse to pay or delay Redemption Proceeds where the requisite information for verification purposes has not been produced by a Shareholder. Monies that cannot be released due to incomplete documentation will be held in a non-interest bearing account until such documentation is received and approved by the Company and or its delegates.” (i) Amendment to the Prospectus section entitled “Management and Administration—The Directors and Secretary” The section entitled “Management and Administration – The Directors and Secretary” shall be amended by deleting the name and biography of Joseph T. Phoenix. (j) Amendment to the Prospectus section entitled “The Company—The Share Capital” The section entitled “The Company—The Share Capital” shall be amended as follows: - The second bullet of the third paragraph should be deleted in its entirety. - The third bullet of the third paragraph should be deleted in its entirety and replaced with the following: o “F. Peter Ferrelli is also a Subscriber Shareholder in the Company.” - The first sentence of the fourth paragraph shall be deleted in its entirety and replaced with the following: “Messrs. Robert T. Burns and F. Peter Ferrelli each hold a Subscriber Share as nominee, on behalf of the Investment Manager.” (k) Amendment to the Prospectus section entitled “Important Information -- Investor Responsibility” The section entitled “IMPORTANT INFORMATION -- INVESTOR RESPONSIBILITY” shall be amended by deleting the following last paragraph in its entirety: “The Directors are empowered to levy a redemption charge not exceeding an amount equal to 2% of the Net Asset Value of the Shares being redeemed.” (l) Amendment to the Prospectus section entitled “Taxation” The section entitled “Taxation” shall be amended by adding the following subsection at the end of the section: Compliance with U.S. Reporting and Withholding Requirements The Hiring Incentives to Restore Employment Act (the “Hire Act”) was signed into U.S. Law in March, 2010. It includes provisions generally known as the Foreign Account Tax Compliance Act (“FATCA”). The intention of these is that details of U.S. investors holding assets outside the U.S. will be reported by financial institutions to the U.S. Internal Revenue Service, as a safeguard against U.S. tax evasion. As a result of FATCA, and to discourage non-U.S. financial institutions from staying outside this regime, all U.S. securities held by a financial institution that does not enter and comply with the regime will be subject to a U.S. tax withholding of 30% on gross sales proceeds as well as income. This regime will become effective in phases between 1 July 2014 and 1 January, 2017. The basic terms of FATCA may require all Shareholders to provide mandatory documentary evidence of their tax residence. However, FATCA grants the U.S. Treasury Secretary extensive powers to relax or waive the requirements where an institution is deemed to pose a low risk of being used for the purposes of U.S. tax evasion. The FATCA legislation has been criticised since its proposed enactment into law as unworkable due to the imposition of U.S. withholding tax and compliance obligations with compliance potentially unlawful due to privacy and data protection law barriers, in

4 Putnam New Flag Euro High Yield Fund plc certain jurisdictions. The solution to this has been the introduction of intergovernmental agreements (IGAs), where jurisdictions will implement their own local law. Although the final regulations were released on 17 January, 2013, they only apply to entities domiciled in non-IGA jurisdictions. The Company will be governed by an IGA as it is resident in Ireland, which has signed an IGA with the U.S. As such the Company will comply with the requirements of the Irish IGA as implemented into law in Ireland. To avoid withholding tax under the terms of the IGA, the Company will be required to register as a “foreign financial institution” (“FFI”) with the U.S. and disclose identifying and financial information about each U.S. taxpayer (or foreign entity with substantial U.S. ownership) that invests in the Company to the Irish Revenue authorities, which will, in turn, share information with the U.S. This is a complex area and therefore potential investors should consult their tax advisors regarding the application of the withholding rules and the information that may be required to be provided and disclosed to the Company’s Transfer Agent or other applicable service provider as set out in the IGA. Shareholders may be requested to provide additional information to the Company to enable it to satisfy FATCA obligations. Failure to provide requested information may subject a Shareholder to liability for any resulting U.S. withholding taxes, U.S. tax information reporting and/or mandatory redemption, transfer or other termination of the Shareholder’s interest in its Shares. Detailed guidance as to the mechanics and scope of this new reporting and withholding regime is continuing to develop. There can be no assurance as to the timing or impact of any such guidance on future operations of the Company or its Portfolios. (m) Amendment to Appendix II to the Prospectus Appendix II to the Prospectus entitled “Important Information for Austrian Investors” should be revised to read as follows: “Important Information for Austrian Investors According to Article 141 InvFG” The second paragraph of Section 1. entitled “Payment and Information Agent” should be revised by the deletion of the text “Simplified Prospectus (or, where applicable, the”. The second paragraph in the section entitled “Taxation” shall be deleted in its entirety and replaced with the following two paragraphs: “For foreign investment funds having the status of a reporting fund in Austria, the Austrian tax representative has to report data relevant for withholding tax on periodical and annual basis (distributions and deemed distributed income) to the reporting authority (Oesterreichische Kontrollbank). Investors should note that the Company has appointed PwC PricewaterhouseCoopers Wirtschaftsprüfungs-und Steuerberatung GmbH, Erdbergstraße 200, 1030 Vienna, Austria as its fiscal representative in accordance with Section 186 para 2 no 2 in connection with Section 188 Investment Funds Act 2011. Investors subject to income tax in Austria without limitation whose fund shares are kept in a securities account in Austria are only taxed at source with respect to tax on earnings and capital gains and in this case are not obliged to file an income tax declaration regarding this income anymore.” (n) Amendment to Appendix III to the Prospectus Appendix III to the Prospectus entitled “Important Information for Dutch Investors” should be deleted in its entirety. (o) Amendment to Appendix IV to the Prospectus Appendix IV to the Prospectus entitled “Important Information for German Investors” will now become Appendix III to the Prospectus. Item 3 should be deleted in its entirety and replaced with the following: “3. The following documents can be obtained free of charge, in electronic format and/or hard copy at the offices of the Paying Agent: (a) Prospectus; (b) Most recent Key Investor Information Documents; (c) Semi-Annual and Annual Reports; (d) Investment Management Agreement dated 30 September, 2002, as may be amended and restated from time to time, between the Company and the Investment Manager pursuant to which the Investment Manager was appointed to provide investment management and advisory services to the Company; (e) Administration Agreement dated 29 June, 2007 and effective 23:59 (Irish time) on 30 June 2007, as may be amended and restated from time to time, between the Company and the Administrator pursuant to which the Administrator was appointed to provide administration and accounting services to the Company; (f) Custodian Agreement dated 29 June, 2007 and effective 23:59 (Irish time) on 30 June, 2007, as may be amended and restated from time to time, between the Company and the Custodian pursuant to which the Custodian has been appointed as custodian of the Company's assets; (g) Amended and Novated Transfer Agency Agreement dated 29 June, 2007 and effective 23:59 (Irish time) on 30 June, 2007, as may be amended and restated from time to time, between the Company, Citi Fund Services (Ireland), Limited (and as transferred from Citi Fund Services (Ireland), Limited to Citibank Europe plc pursuant to a scheme of arrangement on 1 January 2012), J. P. Morgan Administration Services (Ireland) Limited and the Administrator amending and novating the transfer agency agreement dated 23 December, 2003 as amended by an amendment agreement dated 20 April, 2007 (the “Transfer Agency Agreement”) between the Company, Citi Fund Services (Ireland), Limited (and as transferred from Citi Fund Services (Ireland), Limited to Citibank Europe plc pursuant to a scheme of arrangement on 1 January 2012) and J. P. Morgan Administration Services (Ireland) Limited pursuant to which the Administrator was assigned the rights and obligations under the Transfer Agency Agreement; and

Putnam New Flag Euro High Yield Fund plc 5 (h) Distribution Agreement dated 21 November, 2006, as may be amended and restated from time to time, by and between the Company and the Distributor pursuant to which the Distributor has been appointed to act as Distributor to the Company.” Further shareholder information, if any, is available at the offices of the Paying Agent. (p) Amendment to Supplement I section entitled “Investment Objective and Policies” The second-to-last paragraph in the Supplement I section entitled “Investment Objective and Policies” should be deleted in its entirety and replaced with the following: “The use of derivative instruments mentioned above and in the Prospectus (whether for hedging and/or for investment purposes) may expose the Portfolio to the risks disclosed under the heading “Investment Risks” in the Prospectus and in this Supplement. Position exposure to underlying assets of derivative instruments (other than index-based derivatives) when combined with positions resulting from direct investments will not exceed the investment limits set out in the Prospectus and UCITS Notices. Derivative exposure including global exposure will also be controlled through the use of Value at Risk (“VaR”) methodology by the Investment Advisor and therefore, the global exposure restriction at 6.1 of the Prospectus will not be applicable to this Portfolio. The maximum VaR permitted for the Portfolio is that which equates to a portfolio relative VaR of twice that of an appropriate benchmark or reference portfolio that is representative of the investment objective of the Portfolio but which will not include derivatives. The Portfolio’s reference portfolio is the BofA Merrill Lynch European Currency High Yield Constrained Index (100% hedged in Euro). The VaR will be calculated daily using a one-tailed 99% confidence interval, a holding period equivalent to one day and quarterly data set updates (or more frequent when market prices are subject to material changes), and the historical observation period will not be less than one year unless a shorter period is justified by a significant increase in price volatility. Although the VaR methodology as described above is used to control and assess the Portfolio’s exposures, the Portfolio also calculates based on the absolute sum of the gross notional amount of the derivatives used as is required by the Central Bank. The leverage figure for the Portfolio as calculated in this manner is normally expected to range between 0% to 100% of Net Asset Value, although it may exceed this range at times. This measure of leverage can be high as it includes positions implemented to adjust existing positions as a result of market movements or subscription/redemption activity and it does not take into account any of the Portfolio’s netting or hedging arrangements, even though such arrangements are typically entered into for the purpose of risk reduction.” (q) Amendment to Supplement I section entitled “Fees and Expenses – Redemptions and Exchanges” The section in Supplement I entitled “Fees and Expenses – Redemptions and Exchanges” should be revised by deleting the following third and fourth paragraphs in their entirety: “The Company may also impose a redemption charge of up to 2.00% if a Shareholder sells or exchanges its Shares within ninety (90) days of their purchase. This fee will be paid directly into the Portfolio and is designed to offset any brokerage commissions, market impact and other costs associated with short term trading. The maximum aggregate redemption charge that may be levied by the Company on redemption proceeds of each Class of Shares on a Dealing Day is 2.00% of the Net Asset Value of the redemption proceeds of that Class of Shares.” (r) Amendment to the Prospectus back cover The following language is added to the Prospectus back cover, below the contact information for the German office of Putnam: For activities carried out in Germany, the German branch of Putnam Investments Limited is also subject to limited regulatory supervision by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – BaFin).

Dated: 18 February, 2014

6 Putnam New Flag Euro High Yield Fund plc 285820 02/2014

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2 Important Information ————————————————————————————————————————————————————————————————————————————————————————————————————

THIS PROSPECTUS This Prospectus describes Putnam New Flag Euro High Yield Fund plc (the “Company”), an investment company with variable capital incorporated in Ireland as a public limited company. The Company is constituted as an umbrella fund insofar as the share capital of the Company may be divided into different portfolios of shares in the Company (“Shares”), with each portfolio of Shares representing a separate investment portfolio of assets (“Portfolio”). Shares of any Portfolio may be divided into different classes to accommodate different subscription and/or redemption provisions, currency denomination, and/or and/or charges and/or fee arrangements, including different total expense ratios. Each Portfolio will be invested in accordance with the investment objectives and policies applicable to such Portfolio as specified in the relevant Supplement. The relevant Supplement forms part of the Prospectus and should be read in the context of and together with this Prospectus. Although each Portfolio will be treated as bearing its own liabilities, the Company as a whole will remain liable to third parties for all liabilities attributable to the Company rather than an individual Portfolio. The Directors accept responsibility for the information contained in this Prospectus. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this document is in accordance with the facts and does not omit anything likely to affect the import of such information. The Directors accept responsibility accordingly.

INVESTOR RESPONSIBILITY Prospective investors should review this Prospectus carefully and in its entirety and consult with a , bank manager, solicitor, accountant or other financial advisor in relation to (a) the legal requirements within their own countries for the purchase, holding, exchanging, redeeming or disposing of Shares; (b) any foreign exchange restrictions to which they are subject in their own countries in relation to the purchase, holding, exchanging, redeeming or disposing of Shares; (c) the legal, tax, financial or other consequences of subscribing for, purchasing, holding, exchanging, redeeming or disposing of Shares; and (d) the provisions of this Prospectus and any relevant Supplement. Neither the admission of the Shares of any Portfolio to the Official List, nor to trading on the Main Market of the Irish Exchange nor the approval of this Prospectus and any relevant Supplement pursuant to the requirements of the Irish shall constitute a warranty or representation by the Irish Stock Exchange as to the competence of service providers to or any other party connected with the Company, the adequacy of information contained in this Prospectus and any relevant Supplement or the suitability of the Company for investment purposes. The Company is authorised by the Irish Financial Services Regulatory Authority (“Financial Regulator”) as an Undertaking for Collective Investment in Transferable Securities (“UCITS”) under the European (Undertakings for Collective Investment in Transferable Securities) Regulations (Amendment) 2003, as amended. The authorisation of the Company by the Financial Regulator shall not constitute a warranty as to the performance of the Company and the Financial Regulator shall not be liable for the performance or default of the Company. Authorisation of the Company by the Financial Regulator does not constitute a warranty by the Financial Regulator as to the creditworthiness or financial standing of the Company or of the parties to the Company nor is the Financial Regulator responsible for the contents of this Prospectus. Such authorisation does not constitute an endorsement or guarantee of the Company by the Financial Regulator. The Directors are empowered to levy a redemption charge not exceeding an amount equal to 2% of the Net Asset Value of the Shares being redeemed.

DISTRIBUTION AND SELLING RESTRICTIONS The distribution of this Prospectus and the offering or purchase of Shares may be restricted in certain jurisdictions. This Prospectus does not constitute and may not be treated as an offer or solicitation by or to anyone in any jurisdiction in which such offer or solicitation is not lawful or in which the person making such offer or solicitation is not qualified to do so or to anyone to whom it is unlawful to make such offer or solicitation. It is the responsibility of any persons in possession of this Prospectus and any persons wishing to apply for Shares pursuant to this Prospectus to inform themselves of and to observe all applicable laws and regulations of any relevant jurisdiction. The Shares have not been and will not be registered under the Securities Act of 1933 of the United States of America (as amended) (the “1933 Act”) and the Company has not been and will not be registered under the United States Investment Company Act of 1940 (as amended) (the “1940 Act”) and accordingly, the Shares may

3 not be offered or sold directly or indirectly in the United States or to or for the benefit of any U.S. Person unless, in the Company’s judgment, such offer or sale is permitted under an exemption from the 1933 Act and 1940 Act. This Prospectus is distributed in the United Kingdom by Putnam Investments Limited of Cassini House, 57-59 St. James’s Street, London, SW1A 1LD. This Prospectus is not available for general distribution in, from or into the United Kingdom because the Company is an unregulated collective investment scheme whose promotion is restricted by sections 238 and 240 of the Financial Services and Markets Act 2000. When distributed in, from or into the United Kingdom, this Prospectus is only intended for persons having professional experience of investing in unregulated schemes, high net worth companies, partnerships, associations or trusts and personnel of any of the foregoing having professional experience of investing in unregulated schemes (each within the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes) (Exemptions) Order 2001), persons outside the European Economic Area receiving it electronically, persons outside the United Kingdom receiving it non-electronically and any other persons to whom it may be communicated lawfully. No other person should act or rely on it. Other persons distributing this Prospectus in, from or into the United Kingdom must satisfy themselves that it is lawful to do so. The distribution of this Prospectus and supplementary documentation and the offering of Shares may be restricted in certain countries. Investors wishing to apply for Shares should inform themselves as to the requirements within their own country for transactions in Shares, any applicable exchange control regulations and the tax consequences of any transaction in Shares. Prospective investors should note that not all of the protections provided for under their relevant regulatory regime may apply and there may be no right to compensation under such regulatory regime, if such scheme exists.

STOCK EXCHANGE LISTING Neither the admission of Shares to the Official List, nor to trading on the Main Market of the Irish Stock Exchange, nor the approval of the listing particulars pursuant to the listing requirements of the Irish Stock Exchange shall constitute a warranty or representation by the Irish Stock Exchange as to the competence of the service providers to or any other party connected with the Company, the adequacy of information contained in the listing particulars or the suitability of the Company for investment purposes. Application was made to the Irish Stock Exchange for Class E Shares (formerly Class A Shares) which have been admitted to the Official List and to trading on the Main Market of the Irish Stock Exchange and dealings have commenced. Application has been made to the Irish Stock Exchange for the Class M Shares (formerly Class C Shares) and Class S Shares issued and available for issue, to be admitted to the Official List and to trading on the Main Market of the Irish Stock Exchange. It is expected that admission will become effective in July, 2009 for Class M Shares and in August, 2009 for Class S Shares. No application has been made for the listing of the Shares on any other stock exchange. The Directors of the Company do not anticipate that an active will develop in these Shares.

4 Reliance on This Prospectus ————————————————————————————————————————————————————————————————————————————————————————————————————

Shares are offered only on the basis of the information contained in this Prospectus, the relevant Supplement, the Company’s Simplified Prospectus, and the latest audited annual accounts and any subsequent half-yearly report of the Company. Any further information or representations given or made by any dealer, broker or other person should be disregarded and, accordingly, should not be relied upon. No person has been authorised to give any information or to make any representation in connection with the offering of Shares other than those contained in this Prospectus, the relevant Supplement, the Company’s Simplified Prospectus, and in any subsequent half- yearly or annual report for the Company and, if given or made, such information or representations must not be relied on as having been authorised by the Company, the Directors or the Investment Manager. Statements in this Prospectus are in accordance with the law and practice in force in Ireland at the date hereof and are subject to change. Neither the delivery of this Prospectus nor the issue of Shares shall, under any circumstances, create any implication or constitute any representation that the affairs of the Company have not changed since the date hereof. This Prospectus (and certain material documents) may be translated into other languages. Where such translation occurs, it will accord in all respects with the English text and in the event of any inconsistency or ambiguity in relation to the meaning of any word or phrase in any translation, the English text shall prevail and all disputes as to the contents thereof shall be governed in accordance with the laws of Ireland.

RISKS Investors should be aware that investment in the Company carries with it the potential for above average risk and is only suitable for investors who are in a position to take such risks. The value of Shares may go down as well as up, and investors may not get back any of the amount invested. The difference between the issue and repurchase price of Shares means that an investment in the Company should be viewed as medium to term. Investment in the Company should not constitute a substantial proportion of an investor’s portfolio and may not be appropriate for all investors. Risk factors for an investor to consider are set out under the heading “Investment Risks” in this Prospectus.

5 Directory ————————————————————————————————————————————————————————————————————————————————————————————————————— Putnam New Flag Euro High Yield Fund plc Registered Office: 1 North Wall Quay, International Financial Services Centre, Dublin 1, Ireland

Directors: Custodian: David Dillon State Street Custodial Services (Ireland) Limited F. Peter Ferrelli Guild House Joseph T. Phoenix Guild Street Christopher C. Thompson International Financial Services Centre Wyndham Williams Dublin 1 Ireland

Investment Manager: Administrator and Company Secretary: Putnam Investments Limited State Street Fund Services (Ireland) Limited Cassini House Guild House 57-59 St. James’s Street Guild Street London SW1A 1LD International Financial Services Centre United Kingdom Dublin 1 Ireland

Distributor: Transfer Agent: Putnam Investments Limited Citi Fund Services (Ireland), Limited Cassini House 1 North Wall Quay 57-59 St. James’s Street International Financial Services Centre London SW1A 1LD Dublin 1 United Kingdom Ireland

Legal Advisers as to Irish law: Auditors: Dillon Eustace PricewaterhouseCoopers 33 Sir John Rogerson’s Quay Chartered Accountants Dublin 2 One Spencer Dock Ireland North Wall Quay Dublin 1 Ireland

Sponsoring Irish Stock Exchange Broker: Austrian Paying and Information Agent: J&E Davy Erste Bank der Oesterreichischen Sparkassen AG Davy House Graben 21 49 Dawson Street A-1010, Vienna Dublin 2 Austria Ireland

German Paying and Information Agent: J.P. Morgan AG Junghofstraße 14 60311 Frankfurt am Main Germany

6 Index —————————————————————————————————————————————————————————————————————————————————————————————————————

Definitions ...... 8 The Company ...... 13 Investment Considerations ...... 15 Portfolio Investment Techniques ...... 19 Subscriptions ...... 27 Determination of Net Asset Value ...... 30 Exchange Privilege ...... 33 Redeeming Shares ...... 34 Temporary Suspension of Dealings ...... 36 Transfer of Shares ...... 37 Mandatory Repurchase of Shares ...... 38 Termination of Portfolios or Share Classes ...... 39 Management and Administration ...... 40 Taxation ...... 45 Fees and Expenses ...... 49 General ...... 50 Appendix I Recognised Markets ...... 55 Appendix II Important Information for Austrian Investors ...... 59 Appendix III Important Information for Dutch Investors ...... 60 Appendix IV Important Information for German Investors ...... 61 Supplement No. 1: Putnam New Flag Euro High Yield Fund ...... 62

7 Definitions —————————————————————————————————————————————————————————————————————————————————————————————————————

Administrator State Street Fund Services (Ireland) Limited or any successor company approved by the Financial Regulator;

Application Form the form of application whereby investors subscribe for Shares in the Portfolio to which the Supplement relates;

Articles the Memorandum and Articles of Association of the Company for the time being in force and as may be modified from time to time;

Base Currency such currency as specified for the relevant Portfolio;

Business Day every day which is a bank business day in Ireland and England;

Class a particular division of Shares in a Portfolio;

Company Putnam New Flag Euro High Yield Fund plc;

Custodian State Street Custodial Services (Ireland) Limited or any successor company approved by the Financial Regulator;

Dealing Day the day on which Shares in a Portfolio may be subscribed for, exchanged, or redeemed, details of which shall be set out in the Supplement for the relevant Portfolio provided that there shall be at least one per fortnight;

Dealing Deadline 4.00 p.m. (Dublin time) on the Business Day prior to the Dealing Day or such other time as the Directors may determine and notify to Shareholders provided always that the Dealing Deadline is no later than the Valuation Point;

Declaration a valid declaration in a form prescribed by the Irish Revenue Commissioners for the purposes of Section 739D of the Taxes Act;

Directors the directors of Putnam New Flag Euro High Yield Fund plc;

Distributor Putnam Investments Limited or any other successor company approved by the Financial Regulator;

Euro or € the single currency of certain Member States of the European Union;

Exempt Irish Investor means: (a) a pension scheme which is an exempt approved scheme within the meaning of Section 774 of the Taxes Act or a retirement annuity contract or a trust scheme to which Section 784 or 785 of the Taxes Act applies; (b) a company carrying on life business within the meaning of Section 706 of the Taxes Act;

8 (c) an investment undertaking within the meaning of Section 739B(1) of the Taxes Act; (d) a special investment scheme within the meaning of Section 737 of the Taxes Act; (e) a unit trust to which Section 731(5)(a) of the Taxes Act applies; (f) a charity being a person referred to in Section 739D(6)(f)(i) of the Taxes Act; (g) a specified company within the meaning of Section 734(1) of the Taxes Act; (h) a qualifying fund manager within the meaning of Section 784A(1)(a) of the Taxes Act where the Shares held are assets of an approved retirement fund or an approved minimum retirement fund; (i) a qualifying savings manager within the meaning of Section 848B of the Taxes Act in respect of Shares which are assets of a special savings incentive account within the meaning of Section 848C of the Taxes Act; (j) a person who is entitled to exemption from income tax and capital gains tax by virtue of Section 787I of the Taxes Act, and the Shares he owns are assets of a PRSA; (k) a credit union within the meaning of Section 2 of the Credit Union Act, 1997; (l) the National Pensions Reserve Fund; (m) a company that is or will be within the charge to corporation tax in accordance with Section 110(2) of the Taxes Act in respect of payments made to it by the Trust; (n) any other Irish Resident or persons who are Ordinarily Resident in Ireland who may be permitted to own Shares under taxation legislation or by written practice or concession of the Revenue Commissioners without giving rise to a charge to tax in the Company or jeopardising tax exemptions associated with the Company giving rise to a charge to tax in the Company; provided that they have completed a Declaration;

Financial Regulator the Irish Financial Services Regulatory Authority of P.O. Box 9138, College Green, Dublin 2 Ireland;

Investment Manager Putnam Investments Limited or such other company as may from time to time be appointed to provide investment management services to the Company;

Intermediary means a person who: (a) carries on a business which consists of, or includes, the receipt of payments from an investment undertaking on behalf of other persons; or (b) holds Shares in an investment undertaking on behalf of other persons;

Ireland means the Republic of Ireland;

Irish Resident (a) in the case of an individual, means an individual who is resident in Ireland for tax purposes; (b) in the case of a trust, means a trust that is resident in Ireland for tax purposes; (c) in the case of a company, means a company that is resident in Ireland for tax purposes. The following definitions have been issued by the Irish Revenue in relation to the residence of individuals and companies. Residence – Individual An individual will be regarded as being resident in Ireland for a particular twelve month tax year if he/she (1) spends 183 days or more in Ireland in that twelve month tax year; or (2) has a combined presence of 280 days in Ireland taking into account the number of days spent in Ireland in that twelve month tax year together with the number of days spent in Ireland in the preceding twelve month tax year.

9 Presence in a twelve month tax year by an individual of not more than 30 days in Ireland will not be reckoned for the purpose of applying the two years’ test. Presence in Ireland for a day means the personal presence of an individual at any time during the day. This new test takes effect from 1 January, 2009 (previously in determining days present in Ireland an individual was deemed to be present if he/she was in Ireland at the end of the day (midnight)). Residence – Trust A trust will generally be Irish resident where all of the trustees are resident in Ireland. Residence – Company A company which has its central management and control in Ireland is resident in Ireland irrespective of where it is incorporated. A company which does not have its central management and control in Ireland but which is incorporated in Ireland is resident in Ireland except where: (a) the company or a related company carries on a trade in Ireland, and either the company is ultimately controlled by persons resident in EU Member States or, in countries with which Ireland has a double taxation treaty, or the company or a related company are quoted companies on a recognised stock exchange in the EU or in a taxation treaty country; or (b) the company is regarded as not resident in Ireland under a double taxation treaty between Ireland and another country. It should be noted that the determination of a company’s residence for tax purposes can be complex in certain cases and potential investors are referred to the specific legislative provisions which are contained in Section 23A of the Taxes Act;

Irish Revenue the Irish authority responsible for taxation and customs duties; Commissioners

Irish Stock Exchange the Irish Stock Exchange Limited;

Net Asset Value the net asset value of a Portfolio calculated in accordance with the provisions set out under the “Determination of Net Asset Value” section of this Prospectus;

Net Asset Value per Share the net asset value per Share of the relevant Portfolio or Class, calculated in accordance with the provisions set out under the “Determination of Net Asset Value” section of this Prospectus;

Ordinarily Resident (a) in the case of an individual, means an individual who is ordinarily resident in Ireland in Ireland for tax purposes (b) in the case of a trust, means a trust that is ordinarily resident in Ireland for tax purposes. An individual will be regarded as ordinarily resident for a particular tax year if he/she has been Irish Resident for the three previous consecutive tax years (i.e. he/she becomes ordinarily resident with effect from the commencement of the fourth tax year). An individual will remain ordinarily resident in Ireland until he/she has been a non-Irish Resident for three consecutive tax years. Thus, an individual who is resident and ordinarily resident in Ireland in the tax year 1 January, 2009 to 31 December, 2009 and departs from Ireland in that tax year will remain ordinarily resident up to the end of the tax year 1 January, 2012 to 31 December, 2012. The concept of a trust’s ordinary residence is somewhat obscure and linked to its tax residence;

10 Paying Agent one or more paying agents appointed by the Company in certain jurisdictions;

Portfolio a sub-fund representing the designation by the Directors of a particular Class or Classes of Shares as a sub-fund, the proceeds of issue of which are pooled separately and invested in accordance with the investment objective and policies applicable to such sub-fund and which is established by the Directors from time to time with the prior approval of the Financial Regulator;

Prospectus this document, any Supplement designed to be read and construed together with and to form part of this document, and the Company’s most recent annual report and accounts (if issued) and, if more recent, its interim report and accounts;

Recognised means Bank One NA, Depositary and Clearing Centre, Clearstream Banking AG, Clearing System Clearstream Banking SA, CREST, Depositary Trust Company of New York, Euroclear, National Securities Clearing System, Sicovam SA, SIS Sega Intersettle AG or any other system for clearing units which is designated for the purposes of Chapter 1A in Part 27 of the Taxes Act, by the Irish Revenue Commissioners as a recognised clearing system;

Recognised Markets those exchanges and markets set out in Appendix I on which the Portfolios are permitted to invest;

Relevant Declaration means the declaration relevant to the Shareholder as set out in Schedule 2B of the Taxes Act;

Relevant Period means a period of 8 years beginning with the acquisition of a Share by a Shareholder and each subsequent period of 8 years beginning immediately after the preceding relevant period;

Share or Shares a share or shares of any Portfolio or Class in the capital of the Company (other than Subscriber Shares) entitling the holders to participate in the profits of the Company attributable to the relevant Portfolio as described in this Prospectus and the relevant Supplement;

Shareholder a person registered in the register of members of the Company as a holder of Shares;

STG£ or £ the lawful currency of the United Kingdom;

Subscriber Shares the initial issued share capital of 40,000 subscriber shares of no issued at one Euro each and initially designated as “Subscriber Shares” and which are held by some of the Directors, the Investment Manager and its nominees but which do not entitle the holders to participate in the profits of the Company attributable to any Portfolio;

Subscriber Shareholder or a person/persons registered in the register of members of the Company Subscriber Shareholders as a holder or holders of Subscriber Shares;

Supplement a document which contains specific information supplemental to this document in relation to a particular Portfolio;

11 Taxes Act The Taxes Consolidation Act, 1997 (of Ireland) as amended;

Transfer Agent Citi Fund Services (Ireland), Limited or any other successor company approved by the Financial Regulator;

UCITS an undertaking for collective investment in transferable securities established the sole objective of which is the collective investment in either or both transferable securities, other liquid financial assets referred to in Regulation 45 of the UCITS Regulations, of capital raised from the public and which operates on the principle of risk spreading and then shares of which are, at the request of the holders, repurchased or redeemed directly or indirectly, out of the undertaking’s assets;

UCITS Notices the notices issued by the Financial Regulator from time to time;

UCITS Regulations the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2003, as amended (S.I. No. 211 of 2003) (as amended, consolidated or substituted from time to time) and any regulations issued by the Financial Regulator pursuant thereto for the time being in force;

U.S. or United States the United States of America (including the States and the District of Columbia), its territories and possessions and all other areas subject to its jurisdiction;

U.S.$ or U.S. Dollars the lawful currency of the United States of America;

United States Person (i) any natural person resident in the United States; and U.S. Person (ii) any partnership or corporation organised or incorporated under the laws of the United States; (iii) any estate of which any executor or administrator is a U.S. Person; (iv) any agency or branch of a foreign entity located in the United States; (v) any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a U.S. Person; (vi) any discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organised, incorporated or (if an individual) resident in the United States; and (vii) any partnership or corporate body if: (A) organised or incorporated under the laws of any foreign jurisdiction; and (B) formed by a U.S. Person principally for the purpose of investing in securities not registered under the 1933 Act, unless it is organised or incorporated, and owned by accredited investors (as defined in Rule 501(a) under the 1933 Act) who are not natural persons, estates or trusts; and (viii) any other individual or entity the Company otherwise may determine to be a U.S. Person from time to time. Notwithstanding the foregoing “U.S. Person” shall not include any person exempt from the definition of “U.S. Person” pursuant to Regulation S under the 1933 Act, and the Company shall interpret “U.S. Person” in accordance with such definition, as it may be amended, supplemented or replaced from time to time;

Valuation Point in relation to each security or investment held by a Portfolio the close of business on the relevant Dealing Day; and

VAT value added tax.

12 The Company ————————————————————————————————————————————————————————————————————————————————————————————————————

THE COMPANY The Company is an investment company with variable capital incorporated in Ireland on 15 September, 1999 under registration number 312380 and authorised by the Financial Regulator as a UCITS pursuant to the UCITS Regulations. The object of the Company, as set out in Clause 2 of its Articles, is the collective investment of its funds in transferable securities and/or in other liquid financial assets, as referred to in the UCITS Regulations, of capital raised from the public operating with the aim of spreading investment risk. All holders of Shares are entitled to the benefit of, are bound by and are deemed to have notice of, the provisions of the Articles, copies of which are available as described in the “Documents for Inspection” section of this Prospectus. The Company has been structured as an umbrella fund in that the Directors may from time to time, with the prior approval of the Financial Regulator, issue Shares representing separate Portfolios. The assets of each Portfolio will be invested in accordance with the investment objective and policies applicable to such Portfolio as disclosed in the relevant Supplement, which should be read in conjunction with and construed as supplemental to this Prospectus. Additional Portfolios in respect of which a Supplement or Supplements will be issued may be established by the Directors with the prior approval of the Financial Regulator. Additional Classes in respect of which a Supplement or Supplements will be issued may be established by the Directors and notified to and cleared in advance with the Financial Regulator or otherwise must be created in accordance with the requirements of the Financial Regulator. Under the Articles, the Directors are required to establish a separate Portfolio, with separate records, for each Portfolio of Shares in the following manner: (a) the Company will keep separate books and records of account for each Portfolio in which all transactions relating to the relevant Portfolio shall be recorded and to which the proceeds from the issue of Shares in each Portfolio and the assets and liabilities and income and expenditure attributable to each Portfolio will be applied to such Portfolio; (b) any asset derived from another asset comprised of a Portfolio will be applied to the same Portfolio as the asset from which it was derived and any increase or diminution in value of such an asset will be applied to the relevant Portfolio; (c) in the case of any asset which the Directors do not consider as readily attributable to a particular Portfolio or Portfolios, the Directors have the discretion to determine, with the consent of the Custodian, the basis upon which any such asset will be allocated between Portfolios and the Directors may at any time and from time to time vary such basis; (d) any liability will be allocated to the Portfolio or Portfolios to which, in the opinion of the Directors, it relates or if such liability is not readily attributable to any particular Portfolio the Directors will have discretion to determine the basis upon which any liability will be allocated between Portfolios and the Directors may at any time and from time to time vary such basis; (e) the Directors may, with the consent of the Custodian, transfer any assets to and from Portfolio or Portfolios if, as a result of a creditor proceeding against certain of the assets of the Company or otherwise, a liability would be borne in a different manner from that in which it would have been borne under paragraph (d) above or in any similar circumstances; (f) where the assets of the Company (if any) attributable to the Subscriber Shares give rise to any net profit, the Directors may allocate assets representing such net profits to such Portfolio or Portfolios as they may deem appropriate; and (g) where hedging strategies are used in relation to a Portfolio or Class, the financial instruments used to implement such strategies shall be deemed to be assets or liabilities (as the case may be) of the relevant Portfolio as a whole but the gains/losses on and the costs of the relevant financial instruments will accrue solely to the relevant Class. A Portfolio may be sub-divided into different Classes to accommodate different subscription and/or redemption provisions and/or dividend and/or charges and/or fee arrangements, including different total expense ratios. The Company retains the right to offer only one Class of Shares for purchase by investors in any particular jurisdiction in order to conform with local law, custom or business practice or to offer additional Classes of Shares or Portfolios in the future without Shareholder approval. The Company may adopt standards applicable to Classes of investors or transactions that permit or require the purchase of a particular Class of Shares. Any such standards shall be specified in the relevant Supplement.

13 Neither the admission of the Shares to the Official List, nor to trading on the Main Market of the Irish Stock Exchange, nor the approval of the listing particulars pursuant to the listing requirements of the Irish Stock Exchange shall constitute a warranty or representation by the Irish Stock Exchange as to the competence of service providers to or any other party connected with the Company, the adequacy of information contained in the listing particulars or the suitability of the Company for the investment purposes.

THE SHARE CAPITAL The authorised share capital of the Company is 500,000,040,000 Shares of no par value divided into 40,000 Subscriber Shares of no par value and 500,000,000,000 Shares of no par value. The Subscriber Shares entitle the holders to attend and vote at general meetings of the Company but do not entitle the holders to participate in the profits or assets of the Company except for a return of capital on a winding-up. The Company may from time to time by ordinary resolution increase its capital, consolidate the Shares or any of them into a smaller number of Shares, sub-divide the Shares or any of them into a larger number of Shares or cancel any Shares not taken or agreed to be taken by any person. The Company may by special resolution from time to time reduce its share capital in any way permitted by law. Neither the Directors, nor any connected person, the existence of which is known or could with reasonable diligence be ascertained by that Director, whether or not through another party, have any interest in the Shares of the Company, nor have they been granted any options in respect of the Shares of the Company, nor have they been granted any options in respect of the Shares of the Company other than: • David Dillon as a partner of Dillon Eustace shall be deemed to be interested in any contract entered into by the Company with Dillon Eustace. • Joseph T. Phoenix as a director of the Investment Manager, Putnam Investments Limited, shall be deemed to be interested in any contract entered into by the Company with Putnam Investments Limited. • Christopher C. Thompson, F. Peter Ferrelli and Joseph T. Phoenix are also Subscriber Shareholders in the Company. Messrs. Robert T. Burns, Christopher C. Thompson, F. Peter Ferrelli, and Joseph T. Phoenix each hold a Subscriber Share as nominee, on behalf of the Investment Manager. The Investment Manager may from time to time hold Subscriber Shares of the Company.

VOTING RIGHTS The Shares entitle the holders to attend and vote at general meetings of the Company and to participate equally (subject to any differences between fees, charges and expenses applicable to different Classes of Shares) in the profits and assets of the Company. On a show of hands every Shareholder present in person or by proxy shall be entitled to one vote. On a poll every (with the exception of Subscriber Shareholders) Shareholder present in person or by proxy shall be entitled to one vote in respect of each Share held by him and every Subscriber Shareholder shall be entitled to one vote in respect of all Subscriber Shares held by him/her. A Shareholder entitled to more than one vote need not cast all his votes, or cast all the votes he uses in the same way. In relation to a resolution which in the opinion of the Directors gives or may give rise to a conflict of interests between the Shareholders of the respective Portfolio or Classes shall be deemed to have been duly passed only if, in lieu of being passed at a single meeting of the Shareholders of those Portfolios or Classes, such resolution shall have been passed at a separate meeting of Shareholders of each such Portfolio or Class.

VARIATION OF SHAREHOLDERS’ RIGHTS Under the Articles, the rights attached to each Portfolio or Class of Shares may, whether or not the Company is being wound up, be varied with the consent in writing of the holders of three-fourths of the of that Portfolio or Class or with the sanction of a special resolution passed at a separate general meeting of the holders of the Shares of that Portfolio or Class. The rights attaching to any Portfolio or Class of Shares shall not be deemed to be varied by the creation or issue of further Shares ranking pari passu with Shares already in issue, unless otherwise expressly provided by the terms of issue of those Shares. The provisions of the Articles relating to general meetings shall apply to every such separate general meeting except that the necessary quorum at such a meeting shall be two persons present in person or by proxy holding Shares of the Portfolio or Class in question or, at an adjourned meeting, one person holding Shares, of the Portfolio or Class in question or his or her proxy.

14 Investment Considerations ————————————————————————————————————————————————————————————————————————————————————————————————————

INVESTMENT OBJECTIVE AND POLICIES The Company has been established for the purpose of investing in transferable securities and other permissible investments in accordance with the UCITS Regulations. The Company may invest in any or all of the recognised markets referred to in Appendix I to this Prospectus and in such other markets as the Directors may from time to time determine in accordance with the UCITS Regulations and as shall be specified in the relevant Supplement. The primary investment objective and policies of each Portfolio will be adhered to and in the absence of exceptional circumstances will not be altered for at least three years following the admission of the Shares of that Portfolio to the Official List of the Irish Stock Exchange, save in exceptional circumstances and then only with the approval of an ordinary resolution of the Shareholders. The investment objective of a Portfolio may not be altered and material changes in the investment policy of a Portfolio may not be made without the prior written approval of all Shareholders or without approval on the basis of a majority of votes cast at a meeting of the Shareholders of a particular Portfolio duly convened and held. In the event of a change of the investment objective and/or policy of a Portfolio, on the basis of a majority of votes cast at a general meeting, Shareholders in the relevant Portfolio will be given reasonable notice of such change to enable them to redeem their Shares prior to implementation of such a change. The assets of each Portfolio will be invested in accordance with the investment restrictions contained in the UCITS Regulations and the additional investment restrictions adopted by the Directors and specified below. References below to a Portfolio means the Company acting for the account of the Portfolio. 1 PERMITTED INVESTMENTS Investments of a Portfolio are confined to: 1.1 Transferable securities and money market instruments as prescribed within the UCITS Notices which are either admitted to official listing on a stock exchange in a Member State or non-Member State or which are dealt on a market which is regulated, operates regularly, is recognised and open to the public in a Member State or non-Member State. 1.2 Recently issued transferable securities which will be admitted to official listing on a stock exchange or other market (as described above) within a year. 1.3 Money market instruments, as defined in the UCITS Notices, other than those dealt on a regulated market. 1.4 Units of UCITS. 1.5 Units of non-UCITS as set out in the Financial Regulator’s Guidance Note 2/03. 1.6 Deposits with credit institutions as prescribed in the UCITS Notices. 1.7 Financial derivative instruments as prescribed in the UCITS Notices. 2 INVESTMENT RESTRICTIONS 2.1 A Portfolio may invest no more than 10% of net assets in transferable securities and money market instruments other than those referred to in paragraph 1. 2.2 A Portfolio may invest no more than 10% of net assets in recently issued transferable securities which will be admitted to official listing on a stock exchange or other market (as described in paragraph 1.1) within a year. This restriction will not apply in relation to investment by a Portfolio in certain U.S. securities known as Rule 144A securities provided that: – the securities are issued with an undertaking to register with the U.S. Securities and Exchanges Commission within one year of issue; and – the securities are not illiquid securities i.e. they may be realised by a Portfolio within seven days at the price, or approximately at the price, at which they are valued by the Portfolio. 2.3 A Portfolio may invest no more than 10% of net assets in transferable securities or money market instruments issued by the same body provided that the total value of transferable securities and money market instruments held in the issuing bodies in each of which it invests more than 5% is less than 40%. 2.4 The limit of 10% (in 2.3) is raised to 25% in the case of bonds that are issued by a credit institution which has its registered office in a Member State and is subject by law to special public supervision designed to protect bond-holders. Subject to the prior approval of the Financial Regulator, if a Portfolio invests more than 5% of its net assets in these bonds issued by one issuer, the total value of these investments may not exceed 80% of the net asset value of that Portfolio.

15 2.5 The limit of 10% (in 2.3) is raised to 35% if the transferable securities or money market instruments are issued or guaranteed by a Member State or its local authorities or by a non-Member State or public international body of which one or more Member States are members. 2.6 The transferable securities and money market instruments referred to in 2.4 and 2.5 shall not be taken into account for the purpose of applying the limit of 40% referred to in 2.3. 2.7 A Portfolio may not invest more than 20% of net assets in deposits made with the same credit institution. Deposits with any one credit institution, other than a credit institution authorised in the EEA (European Union Member States, Norway, Iceland, Liechtenstein); a credit institution authorised within a signatory state (other than an EEA Member State) to the Basle Capital Convergence Agreement of July, 1988 (Switzerland, Canada, Japan, United States); or a credit institution authorised in Jersey, Guernsey, the Isle of Man, Australia or New Zealand held as ancillary liquidity, must not exceed 10% of net assets. This limit may be raised to 20% in the case of deposits made with the Custodian. 2.8 The risk exposure of a Portfolio to a counterparty to an OTC derivative may not exceed 5% of net assets. This limit is raised to 10% in the case of a credit institution authorised in the EEA; a credit institution authorised within a signatory state (other than an EEA Member State) to the Basle Capital Convergence Agreement of July, 1988; or a credit institution authorised in Jersey, Guernsey, the Isle of Man, Australia or New Zealand. 2.9 Notwithstanding paragraphs 2.3, 2.7 and 2.8 above, a combination of two or more of the following issued by, or made or undertaken with, the same body may not exceed 20% of net assets: – investments in transferable securities or money market instruments; – deposits; and/or – risk exposures arising from OTC derivatives transactions. 2.10 The limits referred to in 2.3, 2.4, 2.5, 2.7, 2.8 and 2.9 above may not be combined, so that exposure to a single body shall not exceed 35% of net assets. 2.11 Group companies are regarded as a single issuer for the purposes of 2.3, 2.4, 2.5, 2.7, 2.8 and 2.9. However, a limit of 20% of net assets may be applied to investment in transferable securities and money market instruments within the same group. 2.12 A Portfolio may invest up to 100% of net assets in different investment grade transferable securities and money market instruments issued or guaranteed by any Member State, its local authorities, non- Member States or public international body of which one or more Member States are members. The individual issuers may be drawn from the following list: OECD countries, European Investment Bank, European Bank for Reconstruction and Development, International Finance Corporation, International Monetary Fund, Euratom, The Asian Development Bank, , Council of Europe, Eurofima, African Development Bank, International Bank for Reconstruction and Development, The World Bank, The Inter American Development Bank, European Union, Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac), Government National Mortgage Association (Ginnie Mae), Student Loan Marketing Association (Sallie Mae), Federal Home Loan Bank, Federal Farm Credit Bank and Tennessee Valley Authority. The Portfolio must hold securities from at least six different issues, with securities from any one issue not exceeding 30% of net assets. 3 INVESTMENT IN COLLECTIVE INVESTMENT SCHEMES (“CIS”) 3.1 A Portfolio may not invest more than 20% of net assets in any one CIS. 3.2 Investment in non-UCITS may not, in aggregate, exceed 30% of net assets. 3.3 The CIS are prohibited from investing more than 10% of net assets in other open-ended CIS. 3.4 When a Portfolio invests in the units of other CIS that are managed, directly or by delegation, by the UCITS management company or by any other company with which the UCITS management company is linked by common management or control, or by a substantial direct or indirect holding, that management company or other company may not charge subscription, conversion or redemption fees on account of the Portfolio investment in the units of such other CIS.

16 3.5 Where a commission (including a rebated commission) is received by the investment manager or investment adviser, by virtue of an investment in the units of another CIS, this commission must be paid into the property of the Portfolio. 4 INDEX TRACKING UCITS 4.1 A Portfolio may invest up to 20% of net assets in shares and/or debt securities issued by the same body where the investment policy of a Portfolio is to replicate an index which satisfies the criteria set out in the UCITS Notices and is recognised by the Financial Regulator. 4.2 The limit in 4.1 may be raised to 35%, and applied to a single issuer, where this is justified by exceptional market conditions. 5 GENERAL PROVISIONS 5.1 An investment company, or management company acting in connection with all of the CIS it manages, may not acquire any shares carrying voting rights which would enable it to exercise significant influence over the management of an issuing body. 5.2 A Portfolio may acquire no more than: (i) 10% of the non-voting shares of any single issuing body; (ii) 10% of the debt securities of any single issuing body; (iii) 25% of the units of any single CIS; (iv) 10% of the money market instruments of any single issuing body. NOTE: The limits laid down in (ii), (iii) and (iv) above may be disregarded at the time of acquisition if at that time the gross amount of the debt securities or of the money market instruments, or the net amount of the securities in issue cannot be calculated. 5.3 5.1 and 5.2 shall not be applicable to: (i) transferable securities and money market instruments issued or guaranteed by a Member State or its local authorities; (ii) transferable securities and money market instruments issued or guaranteed by a non-Member State; (iii) transferable securities and money market instruments issued by public international bodies of which one or more Member States are members; (iv) shares held by a Portfolio in the capital of a company incorporated in a non-Member State which invests its assets mainly in the securities of issuing bodies having their registered offices in that State, where under the legislation of that State such a holding represents the only way in which a Portfolio can invest in the securities of issuing bodies of that State. This waiver is applicable only if in its investment policies the company from the non-Member State complies with the limits laid down in 2.3 to 2.11, 3.1, 3.2, 5.1, 5.2, 5.4, 5.5 and 5.6, and provided that where these limits are exceeded, paragraphs 5.5 and 5.6 below are observed; (v) shares held by an investment company or investment companies in the capital of subsidiary companies carrying on only the business of management, advice or marketing in the country where the subsidiary is located, in regard to the repurchase of units at unitholders’ request exclusively on their behalf. 5.4 A Portfolio need not comply with the investment restrictions herein when exercising subscription rights attaching to transferable securities or money market instruments which form part of their assets. 5.5 The Financial Regulator may allow a recently authorised Portfolio to derogate from the provisions of 2.3 to 2.12, 3.1, 3.2, 4.1 and 4.2 for six months following the date of their authorisation, provided the Portfolio observes the principle of risk spreading. 5.6 If the limits laid down herein are exceeded for reasons beyond the control of a Portfolio, or as a result of the exercise of subscription rights, the Portfolio must adopt as a priority objective for its sales transactions the remedying of that situation, taking due account of the interests of its Shareholders. 5.7 Neither an investment company, nor a management company or a trustee acting on behalf of a unit trust or a management company of a common contractual fund, may carry out uncovered sales of: transferable securities; money market instruments*; units of CIS; or financial derivative instruments. 5.8 A Portfolio may hold ancillary liquid assets. * Any short selling of money market instruments by UCITS is prohibited. 6 FINANCIAL DERIVATIVE INSTRUMENTS (‘FDIs’) 6.1 The Portfolio’s global exposure (as prescribed in the UCITS Notices) relating to FDI must not exceed its total net asset value. This restriction will apply to each Portfolio unless the global exposure relating to the FDI used by a Portfolio is measured using an advanced risk measurement methodology in accordance with the requirements of the Financial Regulator and, if so, this will be stated in the relevant Supplement. 6.2 Position exposure to the underlying assets of FDI, including embedded FDI in transferable securities or money market instruments, when combined where relevant with positions resulting from direct

17 investments, may not exceed the investment limits set out in the UCITS Notices. (This provision does not apply in the case of index based FDI provided the underlying index is one which meets with the criteria set out in the UCITS Notices.) 6.3 A Portfolio may invest in FDIs dealt in over-the-counter (OTC) provided that the counterparties to over-the-counter transactions (OTCs) are institutions subject to prudential supervision and belonging to categories approved by the Financial Regulator. 6.4 Investment in FDIs are subject to the conditions and limits laid down by the Financial Regulator. Without limitation, the Directors, in accordance with the requirements of the Financial Regulator, may adopt additional investment restrictions to facilitate the distribution of Shares to the public in a particular jurisdiction. If so, these additional restrictions will be set out in the relevant Supplement. In addition, the investment restrictions set out above may be changed from time to time by the Directors in accordance with a change in the applicable law and regulations in any jurisdiction in which Shares are currently offered, provided that the assets of the Portfolios, at all times, will be invested in accordance with the restrictions on investments set out in the UCITS Regulations. In the event of any such addition to, or change in, the investment restrictions applicable to a Portfolio, a reasonable notification period will be provided by the Company to enable Shareholders to redeem their Shares prior to implementation of these changes. Where the Portfolio invests in the Shares of another Portfolio of the Company, the investment must not be made in a Portfolio which itself holds Shares in other Portfolios within the Company. In addition, the investing Portfolio may not charge an annual management fee in respect of that portion of its assets invested in other Portfolios within the Company. This provision is also applicable to the annual fee charged by the Investment Manager where such fee is paid directly out of the assets of the Portfolio. In addition, a Portfolio will not invest in the debt securities of obligors situated in countries whose sovereign rating is less than Investment Grade as measured by Moody’s and Standard & Poor’s. The overriding restriction of the Company will be its inability to invest in the debt obligations of companies whose creditworthiness is not deemed to be acceptable to the Investment Manager. The exposure to foreign exchange risk, i.e. Non-Euro exposure, resulting from market movement of the non-Euro portion of its bond holding, will be constantly monitored in order to keep it limited to a maximum of 2% of the Net Asset Value of the Company at any given time.

18 Portfolio Investment Techniques ————————————————————————————————————————————————————————————————————————————————————————————————————

The Company may employ investment techniques and instruments for investment purposes and/or efficient portfolio management of the assets of any Portfolio including, without limitation, hedging against market movements, currency exchange or interest rate risks under the conditions and within the limits stipulated by the Financial Regulator under the UCITS Regulations and the UCITS Notices.

FINANCIAL DERIVATIVE INSTRUMENTS A Portfolio may use financial derivative instruments, such as, but not limited to, futures (including financial futures), forwards, foreign exchange contracts (including spot and forward), swaps (including interest rate swaps, credit default swaps (“CDS”) and loan credit default swaps (“LCDS”) as both a protection buyer and seller and/or by reference to indices that are set out in the relevant Supplement from time to time), contracts for difference and/or credit derivatives (“FDIs”) for efficient portfolio management purposes and/or investment purposes subject to the section entitled “INVESTMENT RESTRICTIONS” above. Futures (including financial future contracts) may be used to hedge against market risk, to change a Portfolio’s interest rate sensitivity or to gain exposure to an underlying market. Forward contracts may be used to hedge or to gain exposure to an increase in the value of an asset, currency or deposit. Forward foreign exchange transactions may be used to reduce the risk of adverse market changes in exchange rates or to increase exposure to foreign currencies or to shift exposure to foreign currency fluctuations from one country to another. Swaps (including swaptions), CDS and LCDS may be used to achieve a profit as well as to hedge existing positions and may also be used by reference to indices that are set out in the relevant Supplement from time to time. Contracts for difference may be used to gain exposure to securities. Credit derivatives may be used to isolate and transfer exposure to or transfer the credit risk associated with a reference asset or index of reference. The efficient portfolio management purposes for which the Company may employ FDIs and investment techniques described above include reduction of risk, reduction of cost and the generation of additional capital or income for the relevant Portfolio with an appropriate level of risk, taking into account the risk profile of the Portfolio and the general provisions of the UCITS Regulations and the UCITS Notices. In particular and without limitation, a Portfolio may seek to hedge its investments against currency fluctuations which are adverse to its Base Currency by utilising futures contracts and forward foreign exchange contracts.

WHEN-ISSUED/ FORWARD COMMITMENT SECURITIES/ TO BE ANNOUNCED SECURITIES A Portfolio may purchase or sell securities on a when-issued or delayed-delivery basis for the purposes of hedging and investment purposes. In this instance payment for and delivery of securities take place in the future at a stated price in order to secure what is considered to be an advantageous price and yield to the Portfolio at the time of entering into the transaction. Securities are considered “delayed delivery” securities when traded in the secondary market, or “when-issued” securities if they are an initial issuance of securities. Delayed delivery securities (which will not begin to accrue interest until the settlement date) and when-issued securities will be recorded as assets of the Portfolio and will be subject to risks of market value fluctuations. The purchase price of delayed delivery and when-issued securities will be recorded as a liability of the Portfolio until settlement date and when issued or delivered as the case may be such securities will be taken into account when calculating the investment restrictions limits. In the case of to-be-announced (“TBA”) purchase commitments, the unit price and the estimated principal amount are established when the Portfolio enters into a contract, with the actual principal amount being within a specified range of the estimate. Forward commitments involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of decline in the value of the Portfolio’s other assets. Where such purchases are made through dealers, the Portfolio relies on the dealer to consummate the sale. The dealer’s failure to do so may result in the loss to the Portfolio of an advantageous yield or price. The Portfolio may make use of other techniques or instruments (such as certain swaps on mortgage rates) that share certain features of TBAs.

REPURCHASE/REVERSE REPURCHASE AND STOCKLENDING AGREEMENTS Subject to the conditions and limits set out in the UCITS Notices, a Portfolio may use repurchase agreements, reverse repurchase agreements and/or stock lending agreements to generate additional income and capital for the relevant Portfolio. Repurchase agreements are transactions in which one party sells a security to the other party with a simultaneous agreement to repurchase the security at a fixed future date at a stipulated price reflecting a market rate of interest unrelated to the coupon rate of the securities. A reverse is a transaction whereby a Portfolio purchases securities from a counterparty and simultaneously commits to resell the securities to the counterparty at an agreed upon date and price. A stocklending agreement is an agreement under which title to the “loaned” securities is transferred by a “lender” to a “borrower” with the borrower contracting to deliver “equivalent securities” to the lender at a later date.

19 CURRENCY TRANSACTIONS Each Portfolio is permitted to invest in securities denominated in a currency other than the Base Currency of the Portfolio and may purchase currencies to meet settlement requirements. In addition, subject to the restrictions imposed by the UCITS Regulations, each Portfolio may enter into various currency transactions, i.e., forward foreign currency contracts, currency swaps or foreign currency to protect against uncertainty in future exchange rates. Forward foreign currency contracts are agreements to exchange one currency for another – for example, to exchange a certain amount of Sterling for a certain amount of Euro – at a future date. The date (which may be any agreed-upon fixed number of days in the future), the amount of currency to be exchanged and the price at which the exchange will take place are negotiated and fixed for the term of the contract at the time that the contract is entered into. Currency transactions undertaken to alter the currency exposure characteristics of transferable securities held by a Portfolio through the purchase or sale of currencies other than the currency of denomination of the Portfolio or the relevant transferable securities must not be speculative in nature i.e., they must not constitute an investment in their own right. To the extent that such currency transactions alter the currency characteristics of transferable securities of a Portfolio, they must be fully covered by the cash flows of the transferable securities held by the Portfolio, including any income therefrom. With respect to hedging, a Portfolio may “cross-hedge” one foreign currency exposure by selling a related foreign currency into the Base Currency of that Portfolio. Also, in emerging or developing markets, local currencies are often expressed as a basket of major market currencies such as the U.S. Dollar or Japanese Yen. A Portfolio may hedge out the exposure to currencies other than its Base Currency in the basket – for example, by selling a weighted average of those currencies forward into the Base Currency.

HEDGED CLASSES The Company may (but is not obliged to) enter into certain currency related transactions in order to hedge the currency exposure of all the assets of a Portfolio attributable to a particular Class into the currency of denomination of the relevant Class for the purposes of efficient portfolio management. Any financial instruments used to implement such strategies with respect to one or more Classes shall be assets/liabilities of a Portfolio as a whole but will be attributable to the relevant Class(es) and the gains/losses on and the costs of the relevant financial instruments will accrue solely to the relevant Class. Any currency exposure of a Class may not be combined with or offset against that of any other Class of a Portfolio. The currency exposure of the assets attributable to a Class may not be allocated to other Classes. While it is not the intention, overhedged or underhedged positions may arise due to factors outside the control of the Investment Manager. Such overhedged or underhedged positions shall not exceed 105% or 95%, respectively, of the Net Asset Value of the relevant Class. Hedged positions will be kept under review to ensure that overhedged positions do not exceed the permitted level. This review will also incorporate a procedure to ensure that positions materially in excess of 100% of the Net Asset Value of the relevant Class will not be carried forward from month to month. To the extent that hedging is successful, the performance of the class is likely to move in line with the performance of the underlying assets. Investors should note, however, that investors in a hedged class will not benefit if the class currency falls against the Base Currency and/or the currency in which the assets of the Portfolio are denominated. In the case of an unhedged Class of Share, a currency conversion will take place on subscriptions, redemptions, exchanges and distributions at prevailing exchange rates. The value of the Share expressed in the Class currency will be subject to exchange rate risk in relation to the Base Currency.

INVESTMENT RISKS Investment in the Portfolios carries certain risks, which are described below. These risks are not purported to be exhaustive and potential investors should review this Prospectus in its entirety and consult with their professional advisors, before making an application for Shares. The risks outlined hereunder are applicable and relevant to all the Portfolios and thus each Portfolio’s relevant Supplement should be read in conjunction with the risks described hereunder. There can be no assurance that the Portfolios will achieve their respective objectives. While there are some risks that may be common to a number or all of the Portfolios, there may also be specific risk considerations which apply to particular Portfolios in which case such risks will be specified in the relevant Supplement for that Portfolio. Credit and Default Risk Investors normally expect to be compensated in proportion to the risk they are assuming. Thus, debt of issuers with poorer credit prospects usually offers higher yields than debt of issuers with more secure credit. Higher-rated investments generally offer lower credit risk, but not necessarily lower interest rate risk. The values of higher-rated investments still fluctuate in response to changes in interest rates.

20 A Portfolio will not necessarily sell an investment if its rating is reduced after the Investment Manager or its delegate purchases it. To the extent that a security is assigned a different rating by one or more of the various rating agencies, the Portfolio will use the rating it believes to be most accurate. Debt securities rated below BBB or its equivalent and comparable unrated securities are considered below investment grade and are commonly known as “junk bonds”. They are considered to be of poor standing and mainly speculative, and those in the lowest rating category may be in default and are generally regarded by the rating agency as having extremely poor prospects of ever attaining any real investment standing. They reflect a greater possibility that the issuers may be unable to make timely payments of interest and principal. If this happens, or is perceived as likely to happen, the values of those investments will usually be more volatile. A default or expected default could also make it difficult for the Investment Manager or its delegate to sell the investments at prices approximating the values the Investment Manager or its delegate had placed on them. Because lower-rated bonds are traded mainly by institutions, they usually have a limited market, which may at times make it difficult for the Portfolio to establish their fair value. The potential credit risk and price fluctuations are greater for investments that are issued at less than their face value and make payments of interest only at maturity rather than at intervals during the life of the investment. Although investment-grade investments generally have lower credit risk, they may share some of the risks of lower-rated investments. Credit ratings are based largely on the issuing company’s historical financial condition and the rating agencies’ investment analysis at the time of purchase. The rating assigned to any particular investment does not necessarily reflect the issuing company’s current financial condition and does not reflect an assessment of an investment’s volatility or liquidity. Although the Investment Manager considers credit ratings in making investment decisions, it performs its own investment analysis and does not rely only on ratings assigned by the rating agencies. The Investment Manager seeks to minimise the risks of debt securities through careful analysis of such factors as a company’s experience, managerial strength, financial condition, borrowing requirements and debt maturity schedule. When a Portfolio buys debt securities of a company with poor credit, the achievement of its objectives depends more on the Investment Manager’s ability to analyse credit risks than would be the case if the Portfolio were buying debt securities of a company with better credit. Because the likelihood of default is higher for the lower-rated debt securities, if a Portfolio mainly invests in these instruments, that Portfolio is more likely to have to participate in various legal proceedings or to take possession of and manage assets that secure the issuing company’s obligations. This could increase that Portfolio’s operating expenses and decrease its Net Asset Value. At times a Portfolio, either by itself or together with other portfolios and accounts managed by the Investment Manager or its affiliates, may own all or most of the debt securities of a particular issuing company. This concentration of ownership may make it more difficult to sell, or set a fair value on, these debt securities. Although they are generally thought to have lower credit risk, a Portfolio’s investment-grade debt securities may share some of the risks of lower-rated debt securities. Zero-coupon bonds are issued at less than their face value and make payments of interest only at maturity rather than at intervals during the life of the bond. Payment-in-kind bonds give the issuing company the option to make interest payments in additional bonds of the same kind rather than cash. Both kinds of bonds allow a company to avoid generating cash to make current interest payments. These bonds therefore involve greater credit risk and are subject to greater price fluctuations than bonds that pay current interest in cash. The Portfolios will be actively managed and will be governed by strict disciplines in both the selection process and in the credit re-appraisal process in an endeavour to minimise or mitigate any potential loss through credit deterioration. Liquidity Risk Definition: the risk that insufficient liquidity is obtainable in the market, disallowing the ready selling or encashment of the securities held by the Portfolios. The European High Yield market in its present form is a relatively immature one. To date, certain periods of this market’s history have been characterised by illiquidity and lack of demand. To minimise or mitigate the effect of such developments the Investment Manager will seek either to re-position the Portfolios or to adjust the allocation to endeavour to obtain the highest concentration of more liquid and viable securities. However, there can be no assurance of investment results. Interest Rate Risk The values of bonds and other debt securities usually rise and fall in response to changes in interest rates. Declining interest rates generally raise the value of existing debt instruments, and rising interest rates generally lower the value of existing debt instruments. Changes in a debt instrument’s value usually will not affect the amount of income the Portfolio receives from it, but will affect the value of the Portfolio’s Shares. Interest rate risk is generally greater for investments with longer maturities.

21 Some investments give the issuer the option to “call” or redeem, these investments before their maturity date. If an issuer “calls” its investment during a time of declining interest rates, the Investment Manager or its delegate might have to reinvest the proceeds in an investment offering a lower yield, and therefore might not benefit from any increase in value as a result of declining interest rates. “Premium” investments offer interest rates higher than prevailing market rates. However, they involve a greater risk of loss, because their values tend to decline over time. Liquidity and Investment Strategies The success of the Investment Manager’s investment strategies depends upon its ability to interpret correctly market data and to predict market movements. Any factor which would make it more difficult to execute timely trades would also be detrimental to profitability. As the Investment Manager may modify and alter its strategies from time to time, it is possible that the investment strategies used by the Investment Manager in the future may be different from those presently in use. No assurance can be given that the investment strategies used or to be used by the Investment Manager will be successful under all or any market conditions. Portfolio Risk Although each of the Portfolios will be treated as bearing its own liabilities, the Company will remain liable to third parties for all liabilities of all Portfolios. Accordingly, the Directors reserve the right to transfer any assets to and from each of the Portfolios with the consent of the Custodian if it is necessary to satisfy any creditor proceeding against assets of the Company or otherwise. It is not the intention of the Directors to transfer assets to or from any of the Portfolios and it is anticipated that any such transfer would occur only in exceptional circumstances. The Directors are not currently aware of any such contingent or existing liabilities. Possible Indemnification Obligations The Company has agreed, or may agree to indemnify the Directors, the Investment Manager, the Distributor, the Administrator, the Custodian and banks, brokers, dealers, counterparties and others, under various agreements entered into with such persons, against certain liabilities they or their respective directors, officers, affiliates or agents may incur in connection with their relationships with the Company. Reliance on the Investment Manager The Company will rely on the Investment Manager in implementing its investment strategies. The bankruptcy or liquidation of the Investment Manager may have an adverse impact on the Net Asset Value. Investors must rely on the judgement of the Investment Manager in making investment decisions. Particular Risks of Forward Spot Contracts (a) Absence of Regulation; Counterparty Default In general, there is less government regulation and supervision of transactions in the OTC markets than of transactions entered into on organised exchanges. In addition, many of the protections afforded to some participants on some organised exchanges, such as the performance guarantee of an exchange clearing house, might not be available in connection with transactions. Therefore, in those instances in which a Portfolio enters into transactions, it will be subject to the risk that its indirect counterparty will not perform its obligations under the transactions and that it will sustain losses. It will only enter into transactions with counterparties which it believes to be creditworthy, and may reduce the exposure incurred in connection with such transactions through the receipt of letters of credit or collateral from certain counterparties. Regardless of the measures a Portfolio may implement to reduce counterparty credit risk, however, there can be no assurance that a counterparty will not default or that it will not sustain losses on the transactions as a result. (b) Liquidity; Requirement to Perform From time to time, the counterparties with which a Portfolio effects transactions might cease making markets or quoting prices in certain of the instruments. In such instances, a Portfolio might be unable to enter into a desired transaction or to enter into any offsetting transaction with respect to an open position, which might adversely affect its performance. Further, in contrast to exchange-traded instruments, forward and spot contracts do not provide a trader with the right to offset its obligations through an equal and opposite transaction. For this reason, entering into forward spot contracts, the Company may be required to and must be able to, perform its obligations under the contract. (c) Necessity for Counterparty Trading Relationships Participants in the OTC currency market typically enter into transactions only with those counterparties which they believe to be sufficiently creditworthy, unless the counterparty provides , collateral, letters of credit or other credit enhancements. While the Investment Manager believes that the Company will be able to establish the necessary counterparty business relationships to permit it to effect transactions in the OTC currency market, including the swaps markets, there can be no assurance that it will be able to do so, or

22 to maintain such relationships once established. An inability to establish or maintain such relationships would limit its activities and could require it to conduct a more substantial portion of such activities in the futures markets. Moreover, the counterparties with which it expects to establish such relationships will not be obligated to maintain the credit lines extended to it, and such counterparties could decide to reduce or terminate such credit lines at their discretion. Mortgage-backed (MBS) and asset-backed (ABS) securities and prepayment risk Traditional debt securities typically pay a fixed rate of interest until maturity, when the entire principal amount is due. By contrast, payments on mortgage-backed securities (MBS) typically include both interest and partial payment of principal. Principal may also be prepaid voluntarily, or as a result of refinancing or foreclosure. The Portfolio may have to invest the proceeds from prepaid investments under less attractive terms and yields. Compared to other debt, MBS are less likely to increase in value during periods of declining interest rates and have a higher risk of decline in value during periods of rising interest rates. They can increase the volatility of a Portfolio. Some MBS receive only portions of payments of either interest or principal of the underlying mortgages. The yields and values of these investments are extremely sensitive to changes in interest rates and in the rate of principal payments on the underlying mortgages. The market for these investments may be volatile and limited, which may make it difficult to buy or sell them. Asset-backed securities (ABS) are structured like MBS, but instead of mortgage loans or interests in mortgage loans, the underlying assets may include such items as motor vehicle instalment sales or instalment loan contracts, leases of various types of real estate and personal property and receivables from credit card agreements. Because ABS generally do not have the benefit of a security interest in the underlying assets that is comparable to a mortgage, ABS present certain additional risks that are not present with MBS. For example, the ability of an issuer of ABS to enforce its security interest in the underlying assets may be limited. MBS and ABS are generally issued in multiple classes, each having different maturities, interest rates and payment schedules, and with the principal and interest on the underlying mortgages or other assets allocated among the several classes in various ways. Payment of interest or principal on some classes may be subject to contingencies or some classes or series may bear some or all of the risk of default on the underlying mortgages or other assets. In some cases, the complexity of the payment, credit quality and other terms of such securities may create a risk that terms of the security are not fully transparent. In addition, the complexity of MBS and ABS may make valuation of such securities at an appropriate price more difficult, particularly where the security is customised. In determining the average maturity or duration of an MBS or ABS, the Investment Manager must apply certain assumptions and projections about the maturity and prepayment of such security; actual prepayment rates may differ. If the life of a security is inaccurately predicted, the Portfolio may not be able to realise the expected . In addition, many MBS and ABS are subject to heightened liquidity risk. The number of investors that are willing and able to buy such instruments in the secondary market may be smaller than that for more traditional debt securities. Hedging To the extent that the Investment Manager’s expectations in employing such techniques and investments as are described above for the purposes of hedging against currency or other risks are incorrect, the Company may suffer a loss in relation to a particular Portfolio. Financial Derivative Instruments (“FDIs”) A Portfolio may use FDIs such as, but not limited to, futures (including financial futures), forwards, foreign exchange contracts (including spot and forward), swaps (including interest rate swaps and CDS and LCDS as both a protection buyer and seller and/or by reference to indices that are set out in the relevant Supplement from time to time), contracts for difference and/or credit derivatives for efficient portfolio management and/or investment purposes. A Portfolio’s ability to use FDIs may be limited by market conditions, legal and regulatory limits and tax considerations. Use of FDIs involves certain special risks, including: (a) dependence on the ability of the Investment Manager or its delegate to predict movements in the price of assets or classes of assets and movements in interest rates; (b) imperfect correlation between movements in the securities or currency on which a derivatives contract is based and movements in the securities or currencies in the relevant Portfolio; (c) the absence of a liquid market or of accurate pricing information for any particular instrument at any particular time; (d) the degree of leverage inherent in derivatives trading (e.g. the low margin deposits normally required in futures trading) means that a relatively small price movement in a derivatives contract may result in an immediate and substantial loss to the Portfolio; (e) possible impediments to effective portfolio management or the ability to meet redemption requests or other short-term obligations because of the percentage of a Portfolio’s assets segregated to cover its obligations; (f) counterparty risk, in the event of the insolvency, bankruptcy or default of the counterparty; (g) settlement risk, where a counterparty defaults in settling a trade; and (h) loss due to the unexpected application of a law or regulation because contracts are not legally enforceable or documented correctly. In the event that a Portfolio uses FDIs, the Company or its delegate will, on request, provide supplementary information to Shareholders relating to the risk management methods employed including the quantitative limits that are applied and any recent developments in the risk and yield characteristics of the main categories of investments.

23 In the event that a Portfolio uses FDIs for investment or efficient portfolio management purposes, this will be stated in the relevant Supplement and a risk management process in accordance with the Financial Regulator Guidance Note 3/03 will be submitted to the Financial Regulator in advance of the relevant Portfolio using any such FDIs. Currency Risk Assets of the Portfolio may be denominated in a currency other than the Base Currency of the Portfolio and changes in the exchange rate between the Base Currency and the currency of the asset may lead to a depreciation of the value of the Portfolio’s assets as expressed in the Base Currency. It may not be possible or practical to hedge against such exchange rate risk. A Portfolio may enter into currency exchange transactions and/or use techniques and instruments to seek to protect against fluctuation in the relative value of its portfolio positions as a result of changes in currency exchange rates or interest rates between the trade and settlement dates of specific securities transactions or anticipated securities transactions. Although these transactions are intended to minimise the risk of loss due to a decline in the value of hedged currency, they also limit any potential gain that might be realised should the value of the hedged currency increase. The precise matching of the relevant contract amounts and the value of the securities involved will not generally be possible because the future value of such securities will change as a consequence of market movements in the value of such securities between the date when the relevant contract is entered into and the date when it matures. The successful execution of a hedging strategy which matches exactly the profile of the investments of the Portfolio cannot be assured. It may not be possible to hedge against generally anticipated exchange or interest rate fluctuations at a price sufficient to protect the assets from the anticipated decline in value of the portfolio positions as a result of such fluctuations. Performance of the Portfolio may be strongly influenced by movements in foreign exchange rates because currency positions held by the Portfolio may not correspond with the securities positions held. Securities Lending Agreements A Portfolio will have a credit risk on a counterparty to any securities lending contract. The risks associated with lending portfolio securities include the possible loss of rights against the collateral for the securities should the borrower fail financially. Also, voting rights with respect to the loan of securities may pass with the lending of the securities. Risk and Risks of Government Intervention Currency exchange rates and currency transactions are subject to certain risks arising from government regulation of or intervention in the currency markets, through regulation of the local exchange market, restrictions on foreign investments by residents or limits on inflows of investment funds. Such regulation or intervention could adversely affect a Portfolio’s performance. Investment in securities issued or guaranteed by sovereign governmental entities also presents risk of loss in the event of a default by a government or governmental entity. Settlement Risks The securities markets in different countries will have different clearance and settlement procedures and in certain markets there have been times when settlements have been unable to keep pace with the volume of securities transactions, thereby making it difficult to conduct such transactions. Delays in settlement could result in temporary periods when assets of a Portfolio are uninvested and no return is earned thereon. The inability of a Portfolio to make intended security purchases due to settlement problems could cause it to miss attractive investment opportunities. Inability to dispose of portfolio securities due to settlement problems could result either in losses to a Portfolio due to subsequent declines in value of the portfolio security or, if it has entered into a contract to sell the security it could result in a possible liability to the purchaser. Fees and Expenses Whether or not a Portfolio is profitable, it is required to pay fees and expenses including organisation and offering expenses, brokerage commissions, management, administrative and operating expenses and custodian fees. A portion of these expenses should be offset by interest income. Change in Investment Strategies The Investment Manager has the power, subject to the investment restrictions to expand, revise or alter its investment strategies without prior approval by, or notice to, the Shareholders. Any such change could result in exposure of the capital of the Company to additional risks which may be substantial. No change may be made to the investment objective or policies to any Portfolio, however, save as outlined above, under “Investment Considerations”. Conflicts of Interest Conflicts of interest may exist in the structure and operation of the Company’s business. See the section below headed “Conflicts of Interest”.

24 Emerging Markets Investment in emerging markets involves risk factors and special considerations which may not be typically associated with investing in more developed markets. Political or economic change and instability may be more likely to occur and have a greater effect on the economies and markets of emerging countries. Adverse government policies, taxation, restrictions on foreign investment and on currency convertibility and repatriation, currency fluctuations and other developments in the laws and regulations of emerging countries in which investment may be made, including expropriation, nationalisation or other confiscation could result in loss to the Company. By comparison with more developed securities markets, most emerging countries’ securities markets are comparatively small, less liquid and more volatile. This may result in greater volatility in the Net Asset Value per Share of the Portfolio (and consequently subscription and redemption prices for Shares in the Portfolio) than would be the case in relation to funds invested in more developed markets. In addition, if a large number of securities have to be realised at short notice to meet substantial redemption requests in the Portfolio such sales may have to be effected at unfavourable prices which may in turn have an adverse effect on the Net Asset Value per Share of the Portfolio. In addition settlement, clearing, safe custody and registration procedures may be underdeveloped in certain countries, increasing the risks of error, fraud or default. Furthermore, the legal infrastructure and accounting, auditing and reporting standards in emerging markets may not provide the same degree of investor information or protection as would generally apply in more developed markets. Investments in certain emerging markets may require consents or be subject to restrictions which may limit the availability of attractive investment opportunities to the Portfolio. Emerging markets generally are not as efficient as those in developed countries. In some cases, a market for the security may not exist locally and so transactions may need to be made on a neighbouring exchange. Emerging markets securities may incur brokerage or stock transfer taxes levied by foreign governments which would have the effect of increasing the cost of investment and which may reduce the realised gain or increase the loss on such securities at the time of same. The issues of emerging markets securities, such as banks and other financial institutions, may be subject to less stringent regulation than would be the case for issuers in developed countries, and therefore potentially carry greater risk. In addition, custodial expenses for emerging market securities are generally higher than for developed market securities. Dividend and interest payments from, and capital gains in respect of, emerging markets securities may be subject to foreign taxes that may or may not be reclaimable. Laws governing foreign investment and securities transactions in emerging markets may be less sophisticated than in developed countries. Accordingly, the Portfolio may be subject to additional risks, including inadequate investor protection, unclear or contradictory legislation or regulations and lack of enforcement thereof, ignorance or breach of legislation or regulations on the part of other market participants, lack of legal redress and breaches of confidentiality. It may be difficult to obtain and enforce a judgement in certain emerging markets in which assets of the Portfolio are invested. Furthermore, the standard of corporate governance and investor protection in Russia may not be equivalent to that provided in other jurisdictions.

BORROWING POLICY Under the Articles, the Directors are empowered to exercise all of the borrowing powers of the Company subject to any limitations under the UCITS Regulations and to charge the assets of the Company as security for such borrowings. The Company may not borrow money, grant loans or act as guarantor on behalf of third parties, except: (a) foreign currency may be acquired by means of a back-to-back loan, (i.e. borrowing one currency against the deposit of an equivalent amount of another currency). Foreign currency obtained in this manner is not classified as borrowings for the purposes of Regulation 70(1) provided that the offsetting deposit (a) is denominated in the Base Currency of the UCITS and (b) equals or exceeds the value of the foreign currency loan outstanding. Any excess shall be regarded as borrowing and therefore aggregated with other borrowing for the purposes of the 10% limit referred to below; and (b) the Company may incur temporary borrowings in an amount not exceeding 10% of its net asset value and may charge its assets as security for such borrowings. Reverse repurchase agreements are not treated as borrowings for these purposes.

DISTRIBUTION POLICY The Articles empower the Directors to declare in respect of any Shares out of net income (including dividend and interest income) and the excess of realised and unrealised capital gains over realised and unrealised losses in respect of investments of the Company either through cash or the issue of additional shares. The distribution policy of each Portfolio and rights of Shareholders as to how they receive distributions will be specified in the relevant Supplement. Any dividend unclaimed after a period of 6 years from the date of declaration of such dividend shall be forfeited and shall revert to the relevant Portfolio.

25 Where the amount of any dividend payable to an individual Shareholder would be less than US$50 (or its foreign equivalent), the Directors in their sole discretion may determine not to pay any such dividend and instead issue and credit to the account of the relevant Shareholder such number of Shares in the relevant Portfolio or Class as are as nearly as possible equal in value to but not in excess of the amount of such dividends. A sales charge shall not be deducted from such amount. The Directors may at any time determine to change the policy of the Company or a Portfolio with respect to distribution. If the Directors so determine full details of any such change will be disclosed in an updated prospectus or supplement and all Shareholders will be notified in advance of such change becoming effective.

26 Subscriptions ————————————————————————————————————————————————————————————————————————————————————————————————————

The minimum initial subscription to the Company for Shares shall be such amount in relation to each Portfolio as may be specified in the relevant Supplement or such other amount as the Directors may from time to time determine. Subject to the provisions below, subscription orders are generally processed on a “T-1” basis (i.e. one Business Day ahead of the trade date). This means that (subject to the provisions in relation to large orders further on in this paragraph), to purchase Shares on a particular Dealing Day at the Net Asset Value for that Dealing Day, the order must be submitted by 4:00 p.m. (Dublin time) on the Business Day prior to the Dealing Day (the Dealing Deadline). Shares will be issued at the Net Asset Value per Share on each Dealing Day, provided that, in order to receive Shares at the Net Asset Value per Share on any particular Dealing Day, Application Forms must be received by the Company or its delegate, the Transfer Agent, at the address as specified in this Prospectus and by the Dealing Deadline. However, where the Company or its delegate deem it likely that the subscription request will exceed 2.5% of the relevant Portfolio’s Net Asset Value, the Application Form must be received by the Transfer Agent by 4.00 p.m. (Dublin time) at least three (3) Business Days prior to the relevant Dealing Day unless the Directors otherwise agree, or such other time as the Directors may from time to time determine and notify to Shareholders and the Financial Regulator. In the event that a subscription request is received by the Company or its delegate which is likely to exceed or exceeds 2.5% of the relevant Portfolio’s Net Asset Value on the relevant Dealing Day, the Company or its delegate will immediately seek to notify the subscriber that the 2.5% limit is likely to be exceeded or has been exceeded and will, as far as practicable and subject to applicable law, permit the subscriber to amend or withdraw their request. Application Forms received after the relevant Dealing Deadline shall be held over until the following Dealing Day unless the Directors in their absolute discretion otherwise determine to accept one or more applications received after the Dealing Deadline for processing on that Dealing Day provided that such application(s) have been received prior to the Valuation Point for the particular Dealing Day. Initial application for Shares shall be made in writing (by facsimile or by post) to the Transfer Agent by completing an Application Form in the manner prescribed by the Directors, or in such other form or manner as may be prescribed by the Directors from time to time, provided the signed original is immediately forwarded to the Transfer Agent. Redemption proceeds cannot be released until the original Application Form and all documentation required by the Directors or its delegate (including any documents in connection with anti-money laundering procedures) has been received by the Transfer Agent and the anti-money laundering procedures have been completed. Initial subscriptions may be processed upon receipt of a faxed instruction provided that the original Application Form (and supporting documentation in relation to anti-money laundering prevention checks) are received promptly. Redemption proceeds that cannot be released due to incomplete documentation will be held in a non-interest bearing account until such documentation is received by the Transfer Agent and the anti-money laundering procedures have been completed. Subsequent applications may be made by fax without a requirement to submit original documentation or by telephone provided that the investor has opted for the use of the privilege on his/her original Application Form and has not subsequently disclaimed in writing the use of the privilege. Such telephone applications can be made by contacting the Transfer Agent provided that applications received by telephone after the Dealing Deadline on any Dealing Day shall be processed on the next Dealing Day unless previously withdrawn. The Transfer Agent will issue confirmations of any telephone applications received, unless the investor requests otherwise in writing. The original Application Form must be delivered to the Transfer Agent. No redemption payment will be made from a Shareholder’s account until the receipt of the original Application Form and all other documentation as may be required by the Directors and all anti-money laundering procedures have been completed. Application Forms which are received after the Dealing Deadline may be returned to the applicant or held over. Redemption proceeds that cannot be released due to incomplete documentation will be held in a non-interest bearing account until such documentation is received by the Transfer Agent and the anti-money laundering procedures have been completed. A sales charge may be deducted from subscription monies as detailed in the relevant Supplement. Subscription monies must be paid in the Base Currency of the Portfolio or in the case of a subscription in a Class denominated in a currency other than the Base Currency, paid in the currency in which such Class is denominated by wire transfer to the account(s) specified in the Application Form, or by transfer of assets in accordance with the provisions described below. Settlement monies must be received within three (3) Business Days from the relevant Dealing Day in respect of which an application has been received or such other time as the Directors may from time to time permit. The Company or its delegate reserves the right to cancel any allotment where cleared funds are not received when due and to charge the applicant for any losses accruing. The Company reserves the right not to process any transactions for a Shareholder when full settlement for the purchase of the applicable

27 Shares has not been made. The Company, or its delegate, reserves the right to reject an application, for any reason, in whole or in part, in which event the subscription monies, or any balance thereof, will be returned to the applicant, by transfer to the applicant’s designated account or by post at the applicant’s risk. Under the Application Forms, Shareholders accept responsibility and liability for any failure to provide subscription monies in accordance with the specified settlement procedures and deadlines. Each Shareholder agrees to discharge any costs for which such Shareholder or the Company becomes liable as a result of his or her failure to provide subscription monies in accordance with the settlement procedures and deadlines and authorises the Company to redeem such number of Shares held by such Shareholder in the Company in order to satisfy any such liability and the proceeds of any such redemption shall be paid into the assets of the Company. Amendments to a Shareholder’s registration details will only be made following receipt of original written instructions from the relevant Shareholder. The Directors, or the Transfer Agent as their delegate, may issue Shares in exchange for assets in which the Company is permitted to hold under the relevant investment restriction of the relevant Portfolio. No Shares may be issued in exchange for such assets unless the Directors are satisfied that (a) the number of Shares issued will not be more than the number which would have been issued for settlement in cash having valued the assets to be exchanged in accordance with the valuation provisions set out in the Articles and summarised herein; and (b) all fiscal duties and charges arising in connection with the vesting of such assets in the Custodian for the account of the Company are paid by the person to whom the Shares are to be issued or, at the discretion of the Directors, partly by such person and partly out of the assets of the Company, and the Custodian is satisfied that (i) the terms of such exchange shall not materially prejudice the Shareholders in the Company; and (ii) that the assets have been vested or arrangements have been made to vest the assets with the Custodian. All Shares issued will be in registered form and written confirmation of ownership will be sent to Shareholders within twenty-one (21) Business Days of the acceptance by the Company, or its delegate, of an application for Shares in the Company, with the requisite cleared subscription monies and any other required documents including anti-money laundering documentation. Share certificates will not be issued unless the Directors otherwise determine. The number of Shares issued will be rounded to the nearest one hundredth of a share and any surplus money will be credited to the Company. Applicants should be aware that the Company or its delegate may monitor subscription, redemption and exchange transactions on an on-going basis identifying those transactions that may be causing dilution and that the Company or its delegate has the discretion to impose an anti-dilution levy where it is determined that dilution is occurring. The Company may on any Dealing Day when there are net subscriptions/redemptions adjust the subscription/redemption price for a Shareholder transaction that is causing dilution by imposing an anti-dilution levy on that Shareholder to cover dealing costs and to preserve the value of the underlying assets of the Portfolio. This levy may be payable for the benefit of the Portfolio, if the Company or its delegate is of the view that, where there are net subscriptions/redemptions, certain large transactions may be causing dilution taking into account the Portfolio’s investment mandate and portfolio size and it believes that such a levy is in the best interests of the Shareholders to preserve the value of the underlying assets of the Portfolio. The levy shall be a sum representing a provision for market spreads (i.e. the difference between mid and offer prices) and duties and charges relating to the acquisition and/or disposal of investments and other dealing costs relating to the acquisition or disposal of assets relating to the specific transaction. Any such provision may be deducted from the subscription amount received from an investor in the case of subscriptions or deducted from the redemption proceeds to be paid to such Shareholder in the case of redemption proceeds to be paid to such Shareholder in the case of a redemption. The Company may also apply a provision for market spreads and duties and charges in any other case where it considers such a provision to be in the best interests of a Portfolio. Any such sum will be paid into the account of the relevant Portfolio. Anti-Money Laundering and Countering Terrorist Financing Measures Measures aimed towards the prevention of money laundering and terrorist financing may require a detailed verification of the applicant’s identity and, where applicable, any beneficial owners. By way of example, an individual may be required to produce a copy of a passport or identification card duly certified by a notary public, together with two pieces of evidence of his/her address such as a utility bill or bank statement and evidence of the date of birth and tax residence. In the case of corporate applicants this may require production of a certified copy of the certificate of incorporation (and any change of name), memorandum and articles of association (or equivalent), the names, occupations, dates of birth and residential and business addresses of all directors and shareholders holding 10% or more of the issued share capital of the corporate body and a properly authorised mandate of the Directors to open an account conferring authority on those who will operate it. The Company or its delegates each reserves the right to request such information as is necessary to verify the identity of an applicant in accordance with prevailing Irish requirements. In the event of delay or failure by the applicant to produce any information required for verification purposes, the Company or its delegates may refuse to accept the application and subscription monies.

28 In the event of delay or failure by an investor or applicant to produce any information required for verification purposes, the Company or its delegates may refuse to accept the application and subscription monies. The repayment of any subscription monies or proceeds from the compulsory repurchase of Shares may be delayed until appropriate identification documentation has been received and approved by the Company and Transfer Agent. Monies that cannot be released due to incomplete documentation will be held in a non-interest bearing account until such documentation is received by the Transfer Agent and the anti-money laundering procedures have been completed. None of the Company, the Directors, the Investment Manager, the Transfer Agent or the Administrator shall be liable to the applicant or Shareholder where an application for Shares is not processed or Shares are compulsorily repurchased or payment of repurchase proceeds is delayed in such circumstances. If an application is rejected, the Transfer Agent will return application monies or the balance thereof by telegraphic transfer in accordance with any applicable laws to the account from which it was paid at the cost and risk of the applicant. The Transfer Agent may refuse to pay or delay payment of repurchase proceeds where the requisite information for verification purposes has not been produced by a Shareholder. Data Protection Information Prospective investors should note that by completing the Application Form they are providing personal information to the Company, which may constitute personal data within the meaning of data protection legislation in Ireland. This data will be used for the purposes of client identification, administration, statistical analysis, market research, to comply with any applicable legal or regulatory requirements and, if an applicant’s consent is given, for direct marketing purposes. Data may be disclosed to third parties including regulatory bodies, tax authorities in accordance with the European Savings Directive, delegates, advisers and service providers of the Company and their or the Company’s duly authorised agents and any of their respective related, associated or affiliated companies wherever located (including outside the EEA) for the purposes specified. By signing the Application Form, investors consent to the obtaining, holding, use, disclosure and processing of data for any one or more of the purposes set out in the Application Form. Investors have a right to obtain a copy of their personal data kept by the Company on payment of a fee and the right to rectify any inaccuracies in personal data held by the Company.

29 Determination of Net Asset Value ————————————————————————————————————————————————————————————————————————————————————————————————————

The Net Asset Value of each Portfolio or, if there are different Classes within a Portfolio, each Class will be calculated by the Administrator as at the Valuation Point on or with respect to each Dealing Day in accordance with the Articles. The Net Asset Value of a Portfolio shall be determined as at the Valuation Point for the relevant Dealing Day by valuing the assets of the relevant Portfolio and deducting the liabilities of the relevant Portfolio (including a provision for duties and charges, accrued expenses and fees, including those to be incurred in the event of a subsequent termination of a Portfolio or liquidation of the Company and all other liabilities). The Net Asset Value attributable to a Class shall be determined as at the Valuation Point for the relevant Dealing Day by calculating that portion of the Net Asset Value of the relevant Portfolio attributable to the relevant Class as at the Valuation Point subject to adjustment to take account of assets and/or liabilities attributable to the Class. The Net Asset Value of a Portfolio will be expressed in the Base Currency of the Portfolio, or in such other currency as the Directors may determine either generally or in relation to a particular Class or in a specific case. The Net Asset Value per Share shall be calculated as at the Valuation Point on or with respect to each Dealing Day by dividing the Net Asset Value of the relevant Portfolio or attributable to a Class by the total number of Shares in issue in the Portfolio or Class at the relevant Valuation Point and rounding the resulting total to the nearest unit of currency. In determining the Net Asset Value of the Company and each Portfolio: (a) Securities which are quoted, listed or traded on a Recognised Market save as hereinafter provided at (d), (e), (f), (g), (h) and (i) will be valued at the latest available dealing price or, if unavailable or if bid and offer quotations are made, the latest available middle market quotation (i.e. the mean of the bid and offer price quoted) on the relevant Recognised Market at close of business on such Recognised Market as at each Valuation Point. Where a security is listed or dealt in on more than one Recognised Market the relevant exchange or market shall be the principal stock exchange or market on which the security is listed or dealt on or the exchange or market which the Directors determine provides the fairest criteria in determining a value for the relevant investment. Investments listed or traded on a Recognised Market, but acquired or traded at a premium or at a discount outside or off the relevant exchange or market may be valued taking into account the level of premium or discount at the Valuation Point provided that the Custodian shall be satisfied that the adoption of such a procedure is justifiable in the context of establishing the probable realisation value of the security. (b) The value of any security which is not quoted, listed or dealt in on a Recognised Market or which is so quoted, listed or dealt but for which no such quotation or value is available or the available quotation or value is not representative of the fair market value shall be the probable realisation value as estimated with care and good faith by (i) the Directors or (ii) a competent person, firm or corporation (including the Investment Manager) selected by the Directors and approved for the purpose by the Custodian or (iii) any other means provided that the value is approved by the Custodian. Where reliable market quotations are not available for fixed income securities the value of such securities may be determined using matrix methodology compiled by the Directors whereby such securities are valued by reference to the valuation of other securities which are comparable in rating, yield, due date and other characteristics. (c) Cash in hand or on deposit will be valued at its nominal/face value plus accrued interest, where applicable, to the end of the relevant day on which the Valuation Point occurs. (d) Derivative contracts traded on a regulated market, including without limitation, futures and options contracts and index futures shall be valued at the settlement price as determined by the market. If the settlement price is not available, the value shall be the probable realisation value estimated with care and in good faith by (i) the Directors or (ii) a competent person, firm or corporation (including the Investment Manager) selected by the Directors and approved for the purpose by the Custodian or (iii) any other means provided that the value is approved by the Custodian. OTC derivative contracts including without limitation swap contracts and swaptions will be valued daily either (i) on the basis of a quotation provided by the relevant counterparty and such valuation shall be approved or verified at least weekly by a party who is approved for the purpose by the Custodian and who is independent of the counterparty (the “Counterparty Valuation”), or where the independent party is related to the OTC counterparty and the risk exposure to the counterparty may be reduced through the provision of collateral, the position must also be subject to verification by an unrelated party to the counterparty on a six month basis; or (ii) using an alternative valuation provided by a competent person appointed by the Investment Manager or the Directors and approved for the purpose by the Custodian or a valuation by any other means provided that the value is approved by the Custodian (the “Alternative Valuation”). Where such Alternative Valuation method is used the Company will follow international best practise and adhere to the principles on valuation of OTC instruments established by bodies such as the International Organisation of Securities Commissions and

30 Alternative Investment Management Association and will be reconciled to the Counterparty Valuation on a monthly basis. Where significant differences arise these will be promptly investigated and explained. (e) Forward foreign exchange and interest rate swap contracts shall be valued in the same manner as OTC derivatives contracts or by reference to freely available market quotations. (f) Notwithstanding paragraph (a) above units in collective investment schemes shall be valued at the latest available net asset value per unit or bid price as published by the relevant collective investment scheme or, if listed or traded on a Recognised Market, in accordance with (a) above. (g) In the case of a Portfolio which is a money market portfolio, the amortised cost method of valuation may only be used in relation to Portfolios which comply with the Financial Regulator’s requirements for money market portfolios and where a review of the amortised cost valuation vis-à-vis market valuation will be carried out in accordance with the Financial Regulator’s guidelines. (h) In the case of non-money market portfolios, the Directors may value money market instruments on an amortised cost basis, in accordance with the Financial Regulator’s requirements. (i) The Directors may, with the approval of the Custodian, adjust the value of any investment if having regard to its currency, marketability, applicable interest rates, anticipated rates of dividend, maturity, liquidity or any other relevant considerations, they consider that such adjustment is required to reflect the fair value thereof. (j) Any value expressed otherwise than in the Base Currency of the relevant Portfolio shall be converted into the Base Currency of the relevant Portfolio at the prevailing exchange rate (whether official or otherwise) which the Directors shall determine to be appropriate. (k) Where the value of any investment is not ascertainable as described above, the value shall be the probable realisation value estimated by the Directors with care and in good faith or by a competent person approved for the purpose by the Custodian. (l) If the Directors deem it necessary a specific Investment may be valued under an alternative method of valuation approved by the Custodian. In calculating the value of assets of the Company and each Portfolio the following principles will apply: (a) the Directors may value the Investments of a Portfolio (i) at lowest market dealing bid prices where on any Dealing Day the value of all redemption requests received exceeds the value of all applications for Shares received for that Dealing Day or at highest market dealing offer prices where on any Dealing Day the value of all applications for Shares received for that Dealing Day exceeds the value of all redemption requests received for that Dealing Day, in order to preserve the value of the Shares held by existing Shareholders; (ii) at bid and offer prices where a bid and offer value is used to determine the price at which Shares are issued and redeemed; or (iii) at mid prices; provided in each case that the valuation policy selected by the Directors shall be applied consistently with respect to the Company and, as appropriate, individual Portfolios for so long as the Company or Portfolios, as the case may be, are operated on a going concern basis. (b) every Share of the relevant Portfolio agreed to be issued or allotted but not issued by the Company at the relevant Valuation Point shall be deemed to be in issue and the assets of the Company attributable to such Portfolio shall be deemed to include any cash or other property to be received in respect of such Share; (c) every Share in respect of which a valid redemption request has been received in accordance with such procedures as are specified in the Prospectus shall be deemed to have been redeemed at the relevant Valuation Point and the assets comprising the relevant Portfolio shall be reduced by the amount payable to the Shareholders upon such redemption; (d) where Investments have been agreed to be purchased or sold but such purchase or sale has not been completed, such Investments shall be included or excluded and the gross purchase or net sale consideration excluded or included as the case may require as if such purchase or sale had been duly completed unless the Directors have reason to believe such purchase or sale will not be completed; (e) there shall be added to the Company’s assets attributable to the relevant Portfolio any actual or estimated amount of any taxation of a capital nature which may be recoverable by the Company for the account of the Portfolio; (f) there shall be added to the Company’s assets attributable to the relevant Portfolio a sum representing any interest or dividends or other income accrued but not received in respect of such assets; (g) there shall be added to the Company’s assets attributable to the relevant Portfolio the total amount (whether actual or estimated by the Directors) of any claims for repayment of any taxation levied on income of the Company attributable to such Portfolio and for double taxation relief in relation to the assets of the Company attributable to the relevant Portfolio;

31 (h) there shall be added to the Company’s assets attributable to the relevant Portfolio, the total amount (whether actual or estimated by the Directors) of any realised and/or unrealised gains of the Company in respect of such assets; and (i) there shall be added to the Company’s liabilities attributable to the relevant Portfolio, the total amount (whether actual or estimated by the Directors) of any realised and/or unrealised losses of the Company in respect of such assets; (j) there shall be deducted from the assets of the relevant Portfolio; (i) the total amount of any actual or estimated liabilities properly payable out of the assets of the relevant Portfolio including any and all outstanding borrowings of the Company in respect of the relevant Portfolio, interest, fees and expenses payable on such borrowings and any estimated liability for tax and such amount in respect of contingent or projected expenses as the Directors consider fair and reasonable as of the relevant Valuation Point; (ii) all administrative and professional fees and expenses payable and/or accrued including, without prejudice to the generality of the foregoing, all remuneration, fees, costs and expenses payable by the Company and/or Portfolio and/or accrued and/or estimated to be payable by the Company and/or Portfolio to the Custodian, the Investment Manager, the Administrator, the Transfer Agent, and the legal advisers of the Company and to any other person, firm or corporation providing services to the Company and all other projected expenses as the Directors consider fair and reasonable and properly payable out of the assets of the Company and/or Portfolio and all value added tax chargeable, if any, in respect of the provision of any of the foregoing services to the Company and/or Portfolio; (iii) all bills, notes and accounts payable; (iv) the total amount of any actual or estimated liabilities for any and all tax of whatsoever nature and howsoever arising on the income or deemed income and realised capital gains of the Company as at the relevant Valuation Point; (v) the total amount of any actual or estimated liabilities for withholding tax (if any) payable on any of the Investments in respect of the current Accounting Period; (vi) an appropriate provision for all taxes and contingent liabilities as determined from time to time by the Directors; (vii) the amount (if any) of any distribution declared by the Shareholders of the relevant Portfolio or the Directors but not distributed in respect thereof; (viii) an amount as of the relevant Valuation Point representing the projected liability of the relevant Portfolio in respect of costs and expenses to be incurred by the relevant Portfolio in the event of a subsequent liquidation; (ix) the total amount (whether actual or estimated by the Directors) of any other liabilities properly payable out of the assets of the Company. In the absence of negligence, fraud or wilful default, every decision taken by the Directors or any committee of the Directors or any duly authorised person on behalf of the Company in determining the value of any investment or calculating the Net Asset Value of a Portfolio or Class or the Net Asset Value per Share shall be final and binding on the Company and on present, past and future Shareholders. In determining a Portfolio’s Net Asset Value per Share, all assets and liabilities initially expressed in foreign currencies will be converted into the Base Currency of the relevant Portfolio using the market rates prevailing at the Valuation Point. If such quotations are not available, the rate of exchange will be determined in accordance with policies established in good faith by the Directors. Save where the determination of the Net Asset Value per Share in respect of the Company has been temporarily suspended in the circumstances described under “Temporary Suspension of Dealings” below, the most recently available Net Asset Value per Share of each Portfolio on each Dealing Day shall be made public at the registered office of the Administrator, at the following website: www.putnam.com (for Shareholders other than German and Austrian Shareholders), and at the following website address (for German and Austrian Shareholders only): www.fundinfo.com and/or in such other publications as the Investment Manager may from time to time determine and notify to Shareholders. The Net Asset Value of any Shares listed on the Irish Stock Exchange shall be communicated immediately to the Irish Stock Exchange upon calculation.

32 Exchange Privilege ————————————————————————————————————————————————————————————————————————————————————————————————————

Except where dealings in Shares have been temporarily suspended in the circumstances described in this Prospectus, or as may otherwise be specified in the relevant Supplement for any Portfolio, Shareholders will be entitled to exchange any or all of their Shares representing a Portfolio or Class (Original Portfolio or Class) for corresponding Shares representing another Portfolio or Class (New Portfolio or Class). Conversion shall be effected by notice in writing to the Company in such form as the Directors may approve. Unless specified otherwise in any relevant Supplement, the general provisions and procedures relating to redemptions of Shares of the Original Class and subscriptions for Shares of the New Portfolio or Class will apply to any conversion of Shares. Accordingly, for these purposes, a conversion notice will be treated as a redemption request in respect of the Original Portfolio or Class and as an Application Form in respect of Shares of the New Portfolio or Class. Exchange fees, if any, will be disclosed in the relevant Supplement. When requesting the exchange of Shares as an initial investment in a Portfolio, Shareholders should ensure that the Net Asset Value of the Shares converted is equal to or exceeds any minimum holding for the relevant Portfolio specified in the relevant Supplement. In the case of an exchange of a partial holding only, the value of the remaining holding must also be at least equal to any minimum holding for the relevant Portfolio as specified in the relevant Supplement. If the number of Shares of the New Portfolio or Class to be issued on conversion is not an integral number of Shares, the Company may issue fractional new Shares or return the surplus arising to the Shareholder seeking to convert the Shares of the Original Portfolio or Class. Anti-dilution levies, as described above under “Subscriptions” may be applied to purchases and sales that occur as a result of conversions.

33 Redeeming Shares ————————————————————————————————————————————————————————————————————————————————————————————————————

Shareholders may request the Company to redeem their Shares on any Dealing Day at their Net Asset Value per Share on such Dealing Day, less any applicable duties or redemption charges (if any) which may be payable in accordance with the redemption procedures as disclosed below and in the relevant Supplement. Redeeming Shareholders should be aware that an anti-dilution levy may be imposed. Any anti-dilution levy imposed shall be in line with the wording above under “Subscriptions” and as may be described in the relevant Supplement. Subject to the provisions below, redemption orders are generally processed on a “T-1” basis (i.e. one Business Day ahead of the trade date). This means that (subject to the provisions in relation to large orders further on in this paragraph), to redeem Shares on a particular Dealing Day at the Net Asset Value for that Dealing Day, the order must be submitted by 4:00 p.m. (Dublin time) on the Business Day prior to the Dealing Day (the “Dealing Deadline”). The request for redemption must be received by the Transfer Agent (by post or by facsimile) at its registered office by 4:00 p.m. (Dublin time) on the Business Day prior to the Dealing Day. However, where the Company or its delegate deem it likely that the redemption request will exceed 2.5% of the relevant Portfolio’s Net Asset Value, the redemption request must be received by the Transfer Agent by 4.00 p.m. (Dublin time) at least three (3) Business Days prior to the relevant Dealing Day unless the Directors otherwise agree. In the event that a redemption request is received by the Company or its delegate which is likely to exceed or exceeds 2.5% of the relevant Portfolio’s Net Asset Value on the relevant Dealing Day, the Company or its delegate will immediately notify the redeeming Shareholder that the 2.5% limit is likely to be exceeded or has been exceeded and will, as far as practicable and subject to applicable law, permit the redeeming Shareholder to amend or withdraw their request. Any request received after the Dealing Deadline will be deemed to have been made in respect of the Dealing Day following such relevant Dealing Day, unless the Directors in their absolute discretion otherwise determine to accept one or more requests received after the Dealing Deadline for processing on that Dealing Day provided that such request(s) have been received prior to the Valuation Point for the particular Dealing Day. If applicable, the redemption request must be accompanied by a share certificate issued in respect of the Shares (duly endorsed by the Shareholder), or such other evidence of ownership as the Company or its delegate may request. Shareholders will not be entitled to withdraw redemption requests unless otherwise agreed by the Transfer Agent in consultation with the Directors. The Shares shall be redeemed at the Net Asset Value per Share on the Dealing Day on which redemption is effected as calculated in accordance with the Articles less such other sum as the Directors in their discretion determine from time to time as an appropriate provision for duties and charges in relation to the realisation and cancellation of the Shares which sum shall not exceed an amount equal to 2% of the Net Asset Value of the Shares being redeemed. Redemption proceeds, with the consent of the Shareholder concerned where required, may be paid by in specie transfer to the Shareholder in question of the assets of the Company. The assets to be transferred shall be selected at the discretion of the Directors and taken at their value used in determining the redemption price of the Shares being so repurchased. Such distributions will not materially prejudice the interests of remaining Shareholders. Asset allocation is subject to the approval of the Custodian. If any Shareholder requests the redemption of Shares equal to 5% or more of the number of Shares in any Portfolio in issue on any Dealing Day, the Company may at its absolute discretion and with the consent of the redeeming Shareholder, hold over the redemption of such numbers of Shares as exceeds 5% or distribute underlying investments rather than cash provided that any such distribution shall not materially prejudice the interest of other Shareholders. In such circumstances, the relevant Shareholder will have the right to instruct the Company to procure the sale of such underlying investments on their behalf in which case the Shareholder will receive the proceeds net of all fiscal duties and charges incurred in connection with the sale of such underlying investments. If the Company refuses to redeem Shares for this reason, the redemption request shall be reduced accordingly and the Shares to which such request relates which are not redeemed shall be redeemed on each subsequent Dealing Day in priority to any redemption request received thereafter, subject to the same 5% limit, until all of the Shares to which the original redemption request related have been redeemed. Asset allocation is subject to the approval of the Custodian. If outstanding redemption requests from all holders of Shares of a particular Portfolio on any Dealing Day total an aggregate of more than 10% of all the Shares of such Portfolio in issue on such Dealing Day, the Company shall be entitled at its discretion to refuse to redeem such number of Shares in issue in that Portfolio on that Dealing Day in respect of which redemption requests have been received as the Directors shall determine. If the Company refuses to redeem Shares for this reason, the requests for redemption on such date shall be reduced rateably and the Shares to which each request relates which are not redeemed shall be redeemed on each subsequent Dealing Day in priority to any request received thereafter, provided that the Company shall not be obliged to redeem more

34 than 10% of the number of Shares of a particular Portfolio outstanding on any Dealing Day, until all the Shares of the Portfolio to which the original request related have been redeemed. Unless otherwise specified in the relevant Supplement or agreed with the Company or unless payment has been suspended in the circumstances described under “Temporary Suspension of Dealings” below, redemption proceeds will be paid by telegraphic transfer to the Shareholder’s account as specified in the Shareholder’s Application Form or as otherwise specified in writing by the Shareholder to the Company. Redemption proceeds will be paid within five Business Days from and including the relevant Dealing Day on which the redemption is to be effected, subject to receipt by the Company of the redemption request and certificates (if any) in respect of the Shares and, in the event that a facsimile Redemption Request Form only is received by the Transfer Agent, subject to compliance with the requirements set out below. No redemption payment will be made from a Shareholder’s account until the original Application Form and all documentation required by or on behalf of the Company (including any documents in connection with anti-money laundering procedures) has been received from the Shareholder and the anti-money laundering procedures have been completed. Redemption proceeds that cannot be released due to incomplete documentation will be held in a non-interest bearing account until such documentation is received by the Transfer Agent and the anti-money laundering procedures have been completed. Payment of redemption proceeds will be effected upon the receipt by the Transfer Agent of a redemption request where (a) the Transfer Agent has received the original Application Form, and all necessary anti-money laundering checks have been completed in respect of, the Shareholder, (b) the redemption proceeds are paid into the account specified in the original Application Form of the Shareholder, and (c) any amendments to the Shareholder’s details and/or payment instructions are effected upon the receipt by the Transfer Agent of original documentation.

35 Temporary Suspension of Dealings ————————————————————————————————————————————————————————————————————————————————————————————————————

The Directors may at any time and from time to time, temporarily suspend the determination of the Net Asset Value of a Portfolio or attributable to a Class and/or the issue, redemption and conversion of Shares in any Portfolio or Class, in the following instances: (i) during the whole or part of any period (other than ordinary holidays or customary weekends) when any of the Recognised Markets on which investments of the relevant Portfolio are quoted, listed, traded or dealt are closed or during which dealings therein are restricted or suspended or trading is suspended or restricted; (ii) during the whole or part of any period when circumstances outside the control of the Directors exist as a result of which any disposal or valuation by the Company of Investments of the relevant Portfolio is not reasonably practicable or would be detrimental to the interests of Shareholders or it is not possible to transfer monies involved in the acquisition or disposition of Investments to or from the relevant account of the Company; (iii) during the whole or part of any period when any breakdown occurs in the means of communication normally employed in determining the value of any of the Investments of the relevant Portfolio; (iv) during the whole or part of any period when for any reason the value of any Investments of the relevant Portfolio cannot be reasonably, promptly or accurately ascertained; (v) during the whole or part of any period when subscription proceeds cannot be transmitted to or from the account of any Portfolio or the Company is unable to repatriate funds required for making redemption payments or when such payments cannot, in the opinion of the Directors, be carried out at normal rates of exchange; (vi) upon mutual agreement between the Company and the Custodian for the purpose of winding up the Company or terminating any Portfolio or Class; (vii) any period when, as a result of adverse market conditions, the payment of redemption proceeds may in the opinion of the Directors, have an adverse impact on the relevant Portfolio or the remaining Shareholders in such Portfolio; or (viii) if any other reason makes it impossible or impracticable to determine the value of a substantial portion of the Investments of the Company or any Portfolio; and shall temporarily suspend the determination of the Net Asset Value of a Portfolio or attributable to a Class and the issue, redemption and conversion of Shares in any Portfolio or Class if directed to do so by the Financial Regulator. Notice of any such suspension shall be published by the Company at its registered office and in such newspapers and through such other media as the Directors may from time to time determine, if in the opinion of the Directors, it is likely to exceed thirty days, and shall be transmitted immediately to the Financial Regulator, the Irish Stock Exchange and the Shareholders. Shareholders who have requested the issue or redemption of Shares of any Portfolio or Class will have their subscription or redemption request dealt with on the first Dealing Day after the suspension has been lifted unless applications or redemption requests have been withdrawn prior to the lifting of the suspension. Where possible, all reasonable steps will be taken to bring any period of suspension to an end as soon as possible.

36 Transfer of Shares ————————————————————————————————————————————————————————————————————————————————————————————————————

Transfers of Shares must be effected by transfer in writing in any usual or common form or in any other form approved by the Directors from time to time. Every form of transfer must state the full name and address of each of the transferor and the transferee and must be signed by or on behalf of the transferor and transferee, unless the Directors determine otherwise. The Directors or their delegate may decline to register any transfer of Shares unless the transfer form is deposited at the registered office of the Company, or such other place as the Directors may reasonably require, accompanied by such other evidence as the Directors may reasonably require to show the right of the transferor to make the transfer and to determine the identity of the transferee. The transferor shall be deemed to remain the holder of the Shares until the name of the transferee is entered in the register of Shareholders. A transfer of Shares will not be registered unless the transferee, if not an existing Shareholder, has completed an application form with respect to the relevant Shares to the satisfaction of the Directors. Shares are freely transferable except that the Directors may decline to register a transfer of Shares: (a) if the transfer is in breach of U.S. securities laws; (b) if in the opinion of the Directors the transfer would be unlawful or result or be likely to result in any adverse regulatory, pecuniary, legal or tax consequences or material administrative disadvantage to the relevant Portfolio or its Shareholders as a whole; (c) in the absence of satisfactory evidence of the transferee’s identity; or (d) where the Company is required to redeem appropriate or cancel such number of Shares as are required to meet the appropriate tax of the Shareholder on such transfer. A proposed transferee may be required to provide such representations, warranties or documentation as the Directors may require in relation to the above matters. In the event that the Company does not receive a Declaration in respect of the transferee, the Company will be required to deduct appropriate tax in respect of any payment to the transferee or any sale, transfer, cancellation, redemption, repurchase or other payment in respect of the Shares as described in the section headed “Taxation” below.

37 Mandatory Repurchase of Shares ————————————————————————————————————————————————————————————————————————————————————————————————————

Holders of Shares are required to notify the Company immediately when at any time following their initial subscription for Shares, they become Irish Residents or cease to be Exempt Irish Investors, or the Declaration made by or on their behalf is no longer valid. Shareholders are also required to notify the Company immediately in the event that they hold Shares for the account or benefit of Irish Residents or Irish Residents who cease to be Exempt Irish Investors and in respect of which the Declaration made on their behalf is no longer valid or where they hold Shares in breach of any law or regulation or otherwise in circumstances having or which may have adverse regulatory, tax or fiscal consequences for the Company or its Shareholders. Where the Directors become aware that a Shareholder (a) is a U.S. Person or is holding Shares for the account of a U.S. Person; or (b) is holding Shares in breach of any law or regulation or otherwise in circumstances having or which may have adverse regulatory, pecuniary, legal or tax consequences or material administrative disadvantage to the relevant Portofolio or its Shareholders as a whole; the Directors may (i) direct such Shareholder to dispose of the relevant Shares to a person who is qualified or entitled to own or hold such Shares; or (ii) redeem the relevant Shares at the Net Asset Value of the Shares as at the Dealing Day immediately following the date of notification of such mandatory redemption to the relevant Shareholder. Under the Articles, any person who becomes aware that he is holding Shares in contravention of any of the above provisions and who fails to transfer, or deliver for redemption, his Shares if so directed by the Directors pursuant to the above provisions or who fails to make the appropriate notification to the Company is obliged to indemnify and hold harmless each of the Directors, the Company, the Administrator, the Custodian, the Investment Manager and the Shareholders of the Company (each an “Indemnified Party”) from any claims, demands, proceedings, liabilities, damages, losses, costs and expenses directly or indirectly suffered or incurred by such Indemnified Party arising out of or in connection with the failure of such person to comply with his obligations pursuant to any of the above provisions.

38 Termination of Portfolios or Share Classes ————————————————————————————————————————————————————————————————————————————————————————————————————

The Company is established for an unlimited period and may have unlimited assets in its Portfolios. However, the Company may redeem all of the Shares of any Portfolio or Class in issue if: (a) the Shareholders in that Portfolio or Class pass a special resolution providing for such redemption at a general meeting of the holders of the Shares of that Portfolio or Class; (b) if the redemption of the Shares in that Portfolio or Class is approved by a resolution in writing signed by all of the holders of the Shares in that Portfolio or Class; (c) if the Net Asset Value of the relevant Portfolio or Class falls below the Base Currency equivalent of €2,500,000 (or such other amount as may be approved by the Directors in respect of any Portfolio or Class); or (d) if the Directors deem it appropriate because of adverse political, economic, fiscal or regulatory changes affecting the relevant Portfolio or Class of Shares. If the Custodian has given notice of its intention to retire and no new custodian acceptable to the Financial Regulator has been appointed within 90 days of such notice, the Company shall apply to the Financial Regulator for revocation of its authorisation and shall redeem all of the Shares of any Portfolio or Class in issue. In each such case, the Shares of the relevant Portfolio or Class shall be redeemed after giving 21 days prior notice to all holders of such Shares. The Shares will be redeemed at the Net Asset Value per Share on the relevant Dealing Day less such sums as the Company in its discretion may from time to time determine as an appropriate provision for duties and charges in relation to the estimated realisation costs of the assets of the relevant Portfolio and in relation to the redemption and cancellation of the Shares to be redeemed.

39 Management and Administration ————————————————————————————————————————————————————————————————————————————————————————————————————

THE DIRECTORS AND SECRETARY The Directors are responsible for managing the business affairs of the Company. The Directors have delegated (a) the administration of the Company’s affairs, including responsibility for the preparation and maintenance of the Company’s records and accounts and related fund accounting matters (including the calculation of the Net Asset Value per Share) to the Administrator, and Shareholder registration and transfer agency services to the Transfer Agent; (b) the safe-keeping of the Company’s assets to the Custodian; (c) the investment, management and disposal of the assets of each Portfolio to the Investment Manager; and (d) the marketing, distribution and sale of Shares to the Distributor with the power to sub-delegate these responsibilities to such companies or persons as it may from time to time determine, in accordance with the requirements of the Financial Regulator. The Directors are listed below with their principal occupations. None of the Directors has entered into an employment or service contract with the Company nor is any such contract proposed. The Company has granted indemnities to the Directors in respect of any loss or damages which they may suffer save where this results from the Directors’ negligence, default, breach of duty or breach of trust in relation to the Company. The Articles do not stipulate a retirement age for Directors, nor do they provide for retirement of Directors by rotation. However, the Directors may be removed by the Shareholders by ordinary resolution in accordance with the procedures established under the Irish Companies Acts 1963 to 2006. The address of the Directors is the registered office of the Company. David Dillon (Ireland) was admitted to practice as a solicitor in 1978. He is a graduate of University College Dublin where he read law and has an MBA from Trinity College Dublin. David Dillon is a founding partner and a senior partner of Dillon Eustace where he works, principally in the areas of corporate finance, financial services and banking. He worked with the international law firm of Hamada & Matsumoto in Tokyo during 1983/1984. He speaks regularly at the International Bar Association and other international fora. He is also a director of a number of Irish based investment and management companies. He is a member of a number of committees and sub-committees established by the Irish Law Society relating to commercial law and financial services. He is vice chair of the Investment Funds Committee (Committee I) of the International Bar Association. He is a past chairman of the government’s IFSC Funds Working Group and was an ex officio member of the Clearing House Group of the International Financial Services Centre. F. Peter Ferrelli (United States) is Managing Director and Head of Putnam’s Global Client Operations and Services. In this role, he is responsible for the development of ongoing management of shareholder and financial intermediary services. Specific areas of responsibility include: Alternative Investments Services, Offshore Fund Services, Retirement Investment Only Services, Separately Managed Accounts, Securities Services, and Product Development Support. Mr Ferrelli joined Putnam in 1986. He has over 20 years of operations and investor servicing experience. He holds a BS degree from Plymouth State University. Joseph T. Phoenix (United States) is Managing Director and Head of European Distribution, responsible for directing European distribution efforts from London. In this role, his responsibilities include sales force management, marketing and advertising development and developing overall European distribution strategy. Mr. Phoenix joined Putnam in 1988 and he holds an MBA from Northwestern University and a BA from Washington & Lee University. Christopher C. Thompson (United States) is Managing Director, Director of Global Investment Product Management. In this role, he oversees Putnam’s product management efforts across all business lines, oversees product-related client reporting and RFP submissions, and is responsible for the near-term positioning of Putnam’s investment products and the longer-term strategic development of the product line. Prior to this role, Mr. Thompson has held various management positions since joining Putnam in the Defined Contribution Business, Product Management and Investment Services, DC Investment Services, and Product Strategy. He also was an Institutional Portfolio Manager. Mr. Thompson joined Putnam Investments in 1997. He holds an M.B.A. from Stern School of Business, New York University, New York and a B.A. from Dartmouth College, New Hampshire. Wyndham Williams (Ireland) is an experienced senior banking executive with both domestic and international expertise in corporate relations, management and development, risk management, human resources management and marketing. Mr. Williams retired from Allied Irish Banks plc in 1998. He worked in various executive positions from 1973 up until 1998 both in Ireland and in the United States. Mr. Williams, a fellow of the Institute of Bankers in Ireland, holds a B.A. and M.Sc. (Mgmt.) from Trinity College, Dublin. No Director has: (i) any unspent convictions in relation to indictable offences; or (ii) been bankrupt or the subject of a voluntary arrangement or has had a receiver appointed to an asset of such Director; or

40 (iii) been a director of any company which while he was a director with an executive function or within 12 months after he ceased to be a director with an executive function, had a receiver appointed or went into compulsory liquidation, creditors voluntary liquidation, administration or company voluntary arrangements, or made any composition or arrangements with its creditors generally or with any class of its creditors; or (iv) been a partner of any partnership, which while he was a partner or within 12 months after he ceased to be a partner, went into compulsory liquidation, administration or partnership voluntary arrangement, or had a receiver appointed to any partnership asset; or (v) had any public criticism by statutory or regulatory authorities (including recognised professional bodies); or (vi) been disqualified by a court from acting as a director or from acting in the management or conduct of affairs of any company.

THE PROMOTER The promoter of the Company is Putnam Investments Limited which also acts as investment manager and distributor for the Company. For details, please see the section below headed “The Investment Manager”.

THE INVESTMENT MANAGER Pursuant to the Investment Management Agreement dated 30 September, 2002, as may be amended from time to time (the “Investment Management Agreement”), the Company appointed Putnam Investments Limited as Investment Manager. The Investment Manager is a corporation registered under the laws of England and Wales. The Investment Manager became a registered investment advisor in 1982 to provide specialised management of institutional assets. The Investment Manager is a wholly owned subsidiary of Putnam Investments, which together with its corporate affiliates and predecessors, has engaged in the investment management business since 1937. Putnam Investments currently manages over US$105 billion in assets as at 31 December, 2008. Putnam Investments is a broad-based global investment management organisation that provides financial services to institutions and individuals through separately managed accounts, pooled funds and mutual funds. Under the Investment Management Agreement, the Investment Manager is not liable for any loss or damage arising out of the performance of its duties in the absence of negligence, wilful default, fraud or bad faith, and in no circumstances shall the Investment Manager be liable for special, indirect or consequential damages, or for lost profits or loss of business, arising out of the performance of its duties. In addition, the Company has agreed to indemnify the Investment Manager from and against any claims, damages, losses, liabilities, costs and expenses suffered by the Investment Manager in connection with the performance of its duties and/or the exercise of its powers, unless it arises from the negligence, wilful default, bad faith or fraud of the Investment Manager. The Investment Manager may delegate some or all of the investment management functions to one or more sub- investment managers or advisors. Any such sub-investment manager or advisor will be paid out of the Investment Manager’s fee and not out of the assets of the Company. Information relating to any sub-investment manager or advisor so appointed will be provided to Shareholders upon request and details thereof will be set out in the periodic reports.

THE DISTRIBUTOR The Company has appointed Putnam Investments Limited (the “Distributor”) as distributor of the Shares in the Company. Under the distribution agreement dated 21 November, 2006 between the Company and the Distributor as may be amended from time to time (the “Distribution Agreement”), the Distributor has agreed to procure subscribers for Shares and to advise the Company of actions which would be advantageous to the Company in selling the Shares. Under the Distribution Agreement, the Distributor shall not be liable for any loss or damage arising directly or indirectly out of or in connection with the performance by the Distributor of its duties unless such loss or damage arose out of or in connection with the negligence, wilful default, fraud or bad faith of or by the Distributor in the performance of its duties or of any sub-distributor or agent appointed by the Distributor under the Distribution Agreement. The Company, out of the assets of the Company, shall indemnify the Distributor from and against any and all claims, actions, proceedings, damages, losses, liabilities, costs and expenses which may be made or brought against or directly or indirectly suffered or incurred by the Distributor arising out of or in connection with the performance of its obligations and duties under the Distribution Agreement, in the absence of any such negligence, wilful default, fraud or bad faith.

41 Either party may terminate the Distribution Agreement on ninety (90) days’ written notice to the other or immediately by notice in writing to the other party in the circumstances set out in the Distribution Agreement. The appointment of the Distributor is not exclusive and the Company may from time to time appoint other persons to perform distribution, marketing and/or sales agency services for the Company. The Distributor may appoint sub-distributors and placing agents for the promotion, distribution, placing and sale of the Shares and any such appointment shall be on such terms and conditions as the Company thinks fit provided always that any such appointment shall terminate on the termination of the Distribution Agreement unless otherwise agreed by the Company.

THE ADMINISTRATOR Pursuant to the Administration Agreement dated 29 June, 2007 as may be amended from time to time, the Company appointed State Street Fund Services (Ireland) Limited to perform certain valuation and administration work. The principal activity of the Administrator is to act as administrator for collective investment schemes. The Administrator is regulated by the Financial Regulator. The Administrator is responsible for performing the day to day administration of the Company and for providing fund accounting for the Company, including the calculation of the Net Asset Value and the Net Asset Value per Share and for providing related services to the Company. The Administrator is a private limited company incorporated in Ireland on 23 March, 1992 and is ultimately owned by State Street Corporation. The authorised share capital of the Administrator is £5,000,000 with an issued and paid up share capital of £350,000. Pursuant to the Administration Agreement, the Administrator shall not be liable for any loss of any nature whatsoever suffered by the Company or the Shareholders in connection with the performance of its obligations under the Administration Agreement, except where that loss results from negligence, fraud, bad faith, wilful misconduct, violation of law on the part of the Administrator in the performance of its obligations and duties under the Administration Agreement or material breach of the Administration Agreement (provided, however, that the Administrator shall have the opportunity to cure within thirty (30) days of its receipt of written notice from the Company, solely those breaches capable of cure without material adverse impact to the Company, provided in such instance where the Administrator is aware of an event related to such notice, the Administrator had previously informed the Company of such event; any communication from the Administrator to the Company shall not be used as or considered as an admission of fault and will be provided solely as an accommodation to the Company. Notwithstanding any other provision of the Administration Agreement, neither party shall be liable to the other for any indirect, incidental, special or consequential loss howsoever arising out of or in connection with the Administration Agreement. The aforementioned disclaimer applies without limitation to claims regardless of the form of action, whether in contract, tort (including negligence), strict liability or otherwise and regardless of whether such damages are foreseeable. In addition and pursuant to the Administration Agreement, the Company undertakes to hold harmless and indemnify the Administrator out of the assets of the relevant Portfolio against all actions, proceedings, and claims and against all costs, demands and expenses arising therefrom which may be brought against, suffered or incurred by the Administrator in the performance or non-performance of its obligations and duties thereunder and from and against all taxes on profits or gains of the relevant Portfolio which may be assessed upon or become payable by the Administrator provided that such indemnity shall not be given where the Administrator is guilty of negligence, fraud, bad faith, wilful misconduct, violation of law on the part of the Administrator in the performance of its obligations and duties under the Administration Agreement or material breach of the Administration Agreement (provided, however, that the Administrator shall have the opportunity to cure within thirty (30) days of its receipt of written notice from the Company, solely those breaches capable of cure without material adverse impact to the Company, provided in such instance where the Administrator is aware of an event related to such notice, the Administrator had previously informed the Company of such event; any communication from the Administrator to the Company shall not be used as or considered as an admission of fault and will be provided solely as an accommodation to the Company. In particular, but without limitation, this protection and indemnity shall extend to any items aforesaid as shall arise as a result of any loss, delay misdelivery or error in transmission of any cable, telegraphic or electronic communication or as a result of acting upon any forged document or signature. For the avoidance of doubt, all references to Administrator in this paragraph shall include its permitted delegates, servants or agents. The Administrator has been appointed for an initial term of three (3) years and thereafter for an additional successive period of one (1) year from the date of the Administration Agreement and may not be removed without cause within this period. Thereafter, the Administrator may be removed by giving one hundred and eighty (180) days’ notice. Any removal without cause prior to the initial three (3) year term or the one (1) year renewal period shall incur an early termination fee equal to the present value, using a discount rate of seven percent (7%) compounded annually, of the remaining fees which would have been due to the Company from the

42 effective date of the termination until the end of such three (3) year or one (1) year period, as applicable. Such remaining fees shall be determined using the average compensation for its services (prior to the application of any earnings credits to the Company’s account) earned by the Administrator with respect to the Company during the preceding twelve (12) month period (or if shorter, such lesser period of time) preceding the termination date.

TRANSFER AGENT Citi Fund Services (Ireland), Limited (“Citi”) has been appointed as a transfer agent pursuant to the Transfer Agency Agreement. The Transfer Agent is a limited liability company incorporated in Ireland on 18th September, 1992. Citi is a wholly owned subsidiary of Citibank N.A., a leading provider of mutual fund services, supporting US$1.1 trillion in assets as at 31 December, 2008. Citi Fund Services (Ireland), Limited shall be responsible for the maintenance of the shareholders’ register, and shall process all applications for purchases, exchanges and redemptions of Shares.

THE CUSTODIAN Pursuant to the Custodian Agreement dated 29 June, 2007 as may be amended from time to time (the “Custodian Agreement”), the Company has appointed State Street Custodial Services (Ireland) Limited as custodian of the Company’s assets. The Custodian is a private limited company incorporated in Ireland on 22 May, 1991 and is ultimately owned by State Street Corporation. Its authorised share capital is £5,000,000 and its issued and paid up capital is £200,000. The principal activity of the Custodian is to act as custodian/trustee of the assets of collective investment schemes. As at 30 June, 2008, the Custodian had funds under custody in excess of US$313 billion. The Custodian is regulated by the Financial Regulator. State Street Corporation is a leading world-wide specialist in providing sophisticated global investors with investment servicing and investment management. State Street Corporation is headquartered in Boston, Massachusetts, USA, and trades on the under the symbol “STT”. Pursuant to the Custodian Agreement, the Custodian is liable to the Company and the Shareholders for any loss suffered by them as a result of its unjustifiable failure to perform its obligations or its improper performance of them. Subject and without prejudice to the preceding sentence, unjustifiable failure to perform its obligations shall be taken to include but is not limited to include loss arising from negligence, fraud, bad faith, wilful default or recklessness by the Custodian in the performance of its duties. The Custodian acknowledges that this liability may be enforced directly or indirectly by the Shareholders or directly by the Company against the Custodian. In addition and pursuant to the Custodian Agreement, the Company has agreed to indemnify the Custodian against all actions, proceedings and claims, costs demands and expenses arising therefrom which may be brought against, suffered or incurred by the Custodian by reason of the performance of the Custodian’s duties under the terms of the Custodian Agreement save where such actions, proceedings, claims, costs, demands or expenses arise as a result of the Custodian’s unjustifiable failure to perform its obligations and its improper performance of them. Subject and without prejudice to the preceding sentence, unjustifiable failure to perform its obligations shall be taken to include but is not limited to include loss arising from negligence, fraud, bad faith, wilful default or recklessness by the Custodian in the performance of its duties. Without limitation, this indemnity shall extend to losses arising from any delay, misdelivery or error in transmission of any letter, facsimile, message, cable or telegraphic or other communication, or as a result of acting upon forged or unauthorised document or signature and to any resulting unpaid calls or other associated sums. As the Portfolios may invest in markets where custodial and/or settlement systems are not fully developed, the assets of the Portfolios which are traded in such markets and which have been entrusted to sub-custodians, in circumstances where the use of such sub-custodians is necessary, may be exposed to risk in circumstances where the Custodian will have no liability. The Custodian has been appointed for an initial term of three (3) years and thereafter for an additional successive period of one (1) year from the date of the Custodian Agreement and may not be removed without cause within this period without incurring an early termination fee. Thereafter, the Custodian may be removed by giving one hundred and eighty (180) days’ notice. Any removal without cause prior to the initial three (3) year term or one (1) year renewal period shall incur an early termination fee equal to the present value, using a discount rate of seven percent (7%) compounded annually, of the remaining fees which would have been due to the Custodian from the effective date of such termination until the end of the three (3) year period or successive one (1) year period, as applicable (the “Remaining Fees”). Such Remaining Fees shall be determined using the average monthly compensation for its services (prior to the application of any earnings credits to the Company’s account) earned by the Custodian with respect to the Company during the preceding twelve (12) month period (or if shorter, such lesser period of time) preceding the termination date.

43 PAYING AGENTS/REPRESENTATIVES Local laws/regulations in EEA Member States may require the appointment of paying agents/representatives/distributors/correspondent banks (“Paying Agents”) and maintenance of accounts by such Agents through which subscription and redemption monies or dividends may be paid. Shareholders who choose or are obliged under local regulations to pay or receive subscription or redemption monies or dividends via an intermediate entity rather than directly to or from the Custodian (e.g. a Paying Agent in a local jurisdiction) bear a credit risk against that intermediate entity with respect to (a) subscription monies prior to the transmission of such monies to the Custodian for the account of the Company or the relevant Portfolio and (b) redemption monies payable by such intermediate entity to the relevant Shareholder. Fees and expenses of Paying Agents appointed by the Company or a Portfolio which will be at normal commercial rates may be borne by the Company or the Portfolio in respect of which a Paying Agent has been appointed. Country Supplements dealing with matters pertaining to Shareholders in jurisdictions in which Paying Agents are appointed may be prepared for circulation to such Shareholders.

44 Taxation ————————————————————————————————————————————————————————————————————————————————————————————————————

GENERAL The information given is not exhaustive and does not constitute legal or tax advice. Prospective investors should consult their own professional advisers as to the implications of their subscribing for, purchasing, holding, switching or disposing of Shares under the laws of the jurisdictions in which they may be subject to tax. The following is a brief summary of certain aspects of Irish taxation law and practice relevant to the transactions contemplated in this Prospectus. It is based on the law and practice and official interpretation currently in effect, all of which are subject to change. Dividends, interest and capital gains (if any) which the Company receives with respect to its investments (other than securities of Irish issuers) may be subject to taxes, including withholding taxes, in the countries in which the issuers of investments are located. It is anticipated that the Company may not be able to benefit from reduced rates of withholding tax in double taxation agreements between Ireland and such countries. If this position changes in the future and the application of a lower rate results in a repayment to the Company the Net Asset Value will not be re-stated and the benefit will be allocated to the existing Shareholders rateably at the time of repayment.

IRISH TAXATION The Directors have been advised that on the basis that the Company is resident in Ireland for taxation purposes the taxation position of the Company and the Shareholders is as set out below.

THE COMPANY The Company will be regarded as resident in Ireland for tax purposes if the central management and control of its business is exercised in Ireland and the Company is not regarded as resident elsewhere. It is the intention of the Directors that the business of the Company will be conducted in such a manner as to ensure that it is Irish resident for tax purposes. The Directors have been advised that the Company qualifies as an investment undertaking as defined in Section 739B (1) of the Taxes Act. Under current Irish law and practice, the Company is not chargeable to Irish tax on its income and gains. However, tax can arise on the happening of a “chargeable event” in the Company. A chargeable event includes any distribution payments to Shareholders or any encashment, redemption, cancellation, transfer or deemed disposal (a deemed disposal will occur at the expiration of a Relevant Period) of Shares. No tax will arise on the Company in respect of chargeable events in respect of a Shareholder who is neither Irish Resident nor Ordinarily Resident in Ireland at the time of the chargeable event provided that a Relevant Declaration is in place and the Company is not in possession of any information which would reasonably suggest that the information contained therein is no longer materially correct. In the absence of a Relevant Declaration there is a presumption that the investor is Irish Resident or Ordinarily Resident in Ireland. A chargeable event does not include: • An exchange by a Shareholder, effected by way of an arm’s length bargain where no payment is made to the Shareholder of Shares in the Company for other Shares in the Company; • Any transactions (which might otherwise be a chargeable event) in relation to shares held in a recognised clearing system as designated by order of the Irish Revenue Commissioners; • A transfer by a Shareholder of the entitlement to a Share where the transfer is between spouses and former spouses, subject to certain conditions; or • An exchange of Shares arising on a qualifying amalgamation or reconstruction (within the meaning of Section 739H of the Taxes Act) of the Company with another investment undertaking. If the Company becomes liable to account for tax if a chargeable event occurs, the Company shall be entitled to deduct from the payment arising on a chargeable event an amount equal to the appropriate tax and/or where applicable, to appropriate or cancel such number of Shares held by the Shareholder or the beneficial owner of the Shares as are required to meet the amount of tax. The relevant Shareholder shall indemnify and keep the Company indemnified against loss arising to the Company by reason of the Company becoming liable to account for tax on the happening of a chargeable event if no such deduction, appropriation or cancellation has been made. Dividends received by the Company from investment in Irish equities may be subject to Irish dividend withholding tax at the standard rate of income tax (currently 20%). However, the Company can make a declaration to the payer that it is a collective investment undertaking beneficially entitled to the dividends which will entitle the Company to receive such dividends without deduction of Irish dividend withholding tax.

45 No stamp duty is payable in Ireland on the issue, transfer, repurchase or redemption of Shares in the Company. Where any subscription for or redemption of Shares is satisfied by the in specie transfer of securities, property or other types of assets, Irish stamp duty may arise on the transfer of such assets. No Irish stamp duty will be payable by the Company on the conveyance or transfer of stock or marketable securities provided that the stock or marketable securities in question have not been issued by a company registered in Ireland and provided that the conveyance or transfer does not relate to any immovable property situated in Ireland or any right over or interest in such property or to any or marketable securities of a company (other than a company which is an investment undertaking within the meaning of Section 739B (1) of the Taxes Act) which is registered in Ireland.

SHAREHOLDERS TAX Any payments to a Shareholder or any encashment, redemption, cancellation or transfer of Shares held in a Recognised Clearing System will not give rise to a chargeable event in the Company (there is, however, ambiguity in the legislation as to whether the rules outlined in this paragraph with regard to Shares held in a Recognised Clearing System, apply in the case of chargeable events arising on a deemed disposal, therefore, as previously advised, Shareholders should seek their own tax advice in this regard). Thus, the Company will not have to deduct any Irish taxes on such payments regardless of whether they are held by Shareholders who are Irish Residents or Ordinarily Resident in Ireland, or whether a non-resident Shareholder has made a Relevant Declaration. However, Shareholders who are Irish Resident or Ordinarily Resident in Ireland or who are not Irish Resident or Ordinarily Resident in Ireland but whose Shares are attributable to a branch or agency in Ireland may still have a liability to account for Irish tax on a distribution or encashment, redemption or transfer of their Shares. To the extent any Shares are not held in a Recognised Clearing System at the time of a chargeable event (and subject to the point made in the previous paragraph in relation to a chargeable event arising on a deemed disposal), the following tax consequences will typically arise on a chargeable event. Shareholders who are neither Irish Residents nor Ordinarily Resident in Ireland The Company will not have to deduct tax on the occasion of a chargeable event in respect of a Shareholder if (a) the Shareholder is neither Irish Resident nor Ordinarily Resident in Ireland, (b) the Shareholder has made a Relevant Declaration and (c) the Company is not in possession of any information which would reasonably suggest that the information contained therein is no longer materially correct. In the absence of a Relevant Declaration tax will arise on the happening of a chargeable event in the Company regardless of the fact that a Shareholder is neither Irish Resident nor Ordinarily Resident in Ireland. The appropriate tax that will be deducted is as described below. To the extent that a Shareholder is acting as an Intermediary on behalf of persons who are neither Irish Resident nor Ordinarily Resident in Ireland no tax will have to be deducted by the Company on the occasion of a chargeable event provided that the Intermediary has made a Relevant Declaration that he/she is acting on behalf of such persons and the Company is not in possession of any information which would reasonably suggest that the information contained therein is no longer materially correct. Shareholders who are neither Irish Residents nor Ordinarily Resident in Ireland and who have made Relevant Declarations in respect of which the Company is not in possession of any information which would reasonably suggest that the information contained therein is no longer materially correct, will not be liable to Irish tax in respect of income from their Shares and gains made on the disposal of their Shares. However, any corporate Shareholder which is not Irish Resident and which holds Shares directly or indirectly by or for a trading branch or agency in Ireland will be liable to Irish tax on income from their Shares or gains made on disposals of the Shares. Where tax is withheld by the Company on the basis that no Relevant Declaration has been filed with the Company by the Shareholder, Irish legislation provides for a refund of tax only to companies within the charge to Irish corporation tax, to certain incapacitated persons and in certain other limited circumstances. Shareholders who are Irish Residents or Ordinarily Resident in Ireland Unless a Shareholder is an Exempt Irish Investor and makes a Relevant Declaration to that effect and the Company is not in possession of any information which would reasonably suggest that the information contained therein is no longer materially correct or unless the Shares are purchased by the Courts Service, tax at the standard rate of income tax plus 3% (i.e. 23%) will be required to be deducted by the Company from a distribution (where payments are made annually or at more frequent intervals) to a Shareholder who is Irish Resident or Ordinarily Resident in Ireland. Similarly, tax at the standard rate plus 6% (i.e. 26%) will have to be deducted by the Company on any other distribution or gain arising to the Shareholder (other than an Exempt Irish Investor who has made a Relevant Declaration) on an encashment, redemption, cancellation, transfer or deemed disposal (see below) of Shares by a Shareholder who is Irish Resident or Ordinarily Resident in Ireland. The Finance Act 2006 introduced rules (which were subsequently amended by the Finance Act 2008) in relation to an automatic exit tax for Shareholders who are Irish Resident or Ordinarily Resident in Ireland in respect of Shares held by them in the Company at the ending of a Relevant Period. Such Shareholders (both companies and

46 individuals) will be deemed to have disposed of their Shares (“deemed disposal”) at the expiration of that Relevant Period and will be charged to tax at the standard rate of income tax plus 6% (i.e. currently 26%) on any deemed gain (calculated without the benefit of indexation relief) accruing to them based on the increased value (if any) of the Shares since purchase or since the previous exit tax applied, whichever is later. For the purposes of calculating if any further tax arises on a subsequent chargeable event (other than chargeable events arising from the ending of a subsequent Relevant Period or where payments are made annually or at more frequent intervals), the preceding deemed disposal is initially ignored and the appropriate tax calculated as normal. Upon calculation of this tax, credit is immediately given against this tax for any tax paid as a result of the preceding deemed disposal. Where the tax arising on the subsequent chargeable event is greater than that which arose on the preceding deemed disposal, the Company will have to deduct the difference. Where the tax arising on the subsequent chargeable event is less than that which arose on the preceding deemed disposal, the Company will refund the Shareholder for the excess (subject to the paragraph headed “15% Threshold” below). 10% Threshold However, where Shareholders who are Irish Resident or Ordinarily Resident in Ireland (other than Exempt Irish Investors) hold less than 10% of the Company ((calculated by value of Shares) or in the case of an umbrella fund, 10% of the relevant sub-fund (calculated by value of shares)) immediately before a deemed disposal, then the obligation to account for the tax on any gain arising on a deemed disposal will be the responsibility of the Shareholder on a self assessment basis (“self-assessors”) as opposed to the Company (or its service providers) provided: – the Company has made an appropriate election in accordance with Section 739E(2A)(ii) of the Taxes Act; and – the Company has advised the relevant Shareholder accordingly in this regard. 15% Threshold Where Shareholders who are Irish Resident or Ordinarily Resident in Ireland (other than Exempt Irish Investors) hold less than 15% of the Company (calculated by value of Shares) immediately before the deemed disposal and (i) a refund of tax arises (e.g. due to a subsequent loss on an actual disposal), (ii) the Company has made an appropriate election in accordance with Section 739E(1A)(b)(ii)(II) of the Taxes Act and (iii) the Company has advised the relevant Shareholder accordingly in this regard, then, in such circumstances, the relevant Shareholder(s) must (if they wish to receive a refund of tax), seek to be refunded the amount of excess of the first tax over the “second tax” directly from the Irish Revenue Commissioners as opposed to the Company seeking same (on receipt of a claim by the Shareholder). Other To avoid multiple deemed disposal events for multiple units an irrevocable election under Section 739D(5B) can be made by the Company to value the units held at the 30th June or 31st December of each year prior to the deemed disposal occurring. While the legislation is ambiguous, it is generally understood that the intention is to permit a fund to group shares in six month batches and thereby make it easier to calculate the exit tax by avoiding having to carry out valuations at various dates during the year resulting in a large administrative burden. The Irish Revenue Commissioners are currently in the process of providing updated investment undertaking guidance notes which should deal with the practical aspects of how the above calculations/objectives will be accomplished. These guidance notes should issue this year (2009). Shareholders (depending on their own personal tax position) who are Irish Resident or Ordinarily Resident in Ireland may still be required to pay tax or further tax on a distribution or gain arising on an encashment, redemption, cancellation, transfer or deemed disposal of their Shares. Alternatively, they may be entitled to a refund of all or part of any tax deducted by the Company on a chargeable event. Personal Portfolio Investment Undertaking (“PPIU”) The Finance Act 2007 introduced new provisions regarding the taxation of Irish Resident individuals or Ordinarily Resident in Ireland individuals who hold shares in investment undertakings. The new provisions introduce the concept of a personal portfolio investment undertaking (“PPIU”). Essentially, an investment undertaking will be considered a PPIU in relation to a specific investor where that investor can influence the selection of some or all of the property held by the investment undertaking. Depending on an individual’s circumstances, an investment undertaking may be considered a PPIU in relation to some, none or all individual investors i.e. it will only be a PPIU in respect of those individuals’ who can “influence” selection. Any gain arising on a chargeable event in relation to an investment undertaking which is a PPIU in respect of an individual that gave rise to the chargeable event and occurs on or after 20 February, 2007, will be taxed at the standard rate plus 26% (currently 46%). Specific exemptions apply where the property invested in has been widely marketed and made available to the public or for non-property investments entered into by the investment undertaking.

47 SUPPLEMENTARY BUDGET 2009 The Budget statement for 2009 was announced by the Minister for Finance on 7 April, 2009 in which it is proposed to increase the rate of tax on distributions (where payments are made annually or at more frequent intervals) from the standard rate plus 3% (i.e. currently 23%) to 25% and similarly it is proposed to increase the rate of tax on any other distribution or gain arising to the Shareholder on an encashment, redemption, cancellation, transfer or deemed disposal of Shares by a Shareholder from the standard rate plus 6% (i.e. currently 26%) to 28%. These changes are due to take effect in respect of any payments made on or after 8 April 2009. The first draft of the Finance Bill which provides a legislative basis for such Budget announcements was published on the 7 May, 2009. This initial draft of the Finance Bill 2009 propounds the changes mentioned above. The Finance Bill 2009 further proposes to increase the rate of tax on any gain arising to an individual on a chargeable event in relation to an investment undertaking which is a PPIU in respect of that individual by 2% to the standard rate plus 28% (i.e. 48%). The proposed date for this rate increase to apply is 8 April, 2009.

CAPITAL ACQUISITIONS TAX The disposal of Shares may be subject to Irish gift or inheritance tax (Capital Acquisitions Tax). However, provided that the Company falls within the definition of investment undertaking (within the meaning of Section 739B (1) of the Taxes Act), the disposal of Shares by a Shareholder is not liable to Capital Acquisitions Tax provided that (a) at the date of the gift or inheritance, the donee or successor is neither domiciled nor Ordinarily Resident in Ireland; (b) at the date of the disposition, either the Shareholder disposing (“disponer”) of the Shares is neither domiciled nor Ordinarily Resident in Ireland or the disposition is not subject to Irish law; and (c) the Shares are comprised in the gift or inheritance at the date of such gift or inheritance and at the valuation date. With regard to Irish tax residency for Capital Acquisitions Tax purposes, special rules apply for non-Irish domiciled persons. A non-Irish domiciled donee or disponer will not be deemed to be resident or ordinarily resident in Ireland at the relevant date unless: (i) that person has been resident in Ireland for the 5 consecutive years of assessment immediately preceding the year of assessment in which that date falls; and (ii) that person is either resident or Ordinarily Resident in Ireland on that date.

EUROPEAN SAVINGS DIRECTIVE Dividends and other distributions made by the Company, together with payment of the proceeds of sale and/or redemption of Shares in the Company, may in the future (depending on the investment portfolio of the Company and the location of the paying agent - the definition of a paying agent for the purposes of the Savings Directive is not necessarily the same person who may legally be regarded as the paying agent) be subject to the exchange of information regime or withholding tax imposed by EU Council Directive 2003/48/EC of 3 June, 2003 on taxation of savings income in the form of interest payments. If a payment is made to a Shareholder who is an individual resident in a Member State of the European Union (or a “residual entity” established in a Member State) by a paying agent resident in another Member State (or in certain circumstances the same Member State of the Shareholder) then the Directive may apply. The Directive applies to payments of “interest” made on or after 1 July, 2005. Applicants for Shares in the Company will be requested to provide certain information as required under the Directive. It should be noted that the imposition of exchange of information and/or withholding tax on payments made to certain individuals and residual entities resident in an EU Member State also applies to those resident or located in any of the following countries; Anguilla, Aruba, British Virgin Islands, Cayman Islands, Guernsey, Isle of Man, Jersey, Montserrat, Netherlands Antilles and Turks and Caicos Islands. Finally, the following countries, Andorra, Liechtenstein, Monaco, San Marino and Switzerland, will not be participating in automatic exchange of information. To the extent that they will exchange information it will be on a request basis only. Their participation is confined to imposing a withholding tax.

48 Fees and Expenses ————————————————————————————————————————————————————————————————————————————————————————————————————

The Company shall pay the Investment Manager, the Administrator, the Custodian, the Transfer Agent, any Distributor and any sub-custodian such fees and expenses relating to each Portfolio as will be specified in the relevant Supplement. The Company’s organisational expenses (including expenses relating to the preparation of the contracts to which it is a party, the cost of printing the initial Prospectus and Supplements, the obtaining of a listing of Shares on the Irish Stock Exchange and the fees and expenses of its professional advisers) have been amortised over the first five annual accounting periods of the Company. The organisational expenses of any new Portfolio or Share Class added to the Company’s umbrella will be amortised over such period as may be determined by the Directors. The Company will also pay certain other costs, charges, fees and expenses incurred in its operation, including, without limitation, fees and expenses incurred in relation to banking and brokerage in respect of the purchase and sale of portfolio securities, taxes, insurance, the costs and expenses of maintaining its books of account and of preparing, printing, publishing and distributing (in such languages as may be necessary) prospectuses, supplements, annual and semi-annual reports and other documents or information to current and prospective Shareholders (including the costs of developing and enhancing computer software and electronic transmission techniques to distribute such documents or information), the expense of publishing net asset value information, in relevant media, the costs and expenses of obtaining authorisations or registrations of the Company or of any Shares with the regulatory authorities in various jurisdictions, the cost of listing and maintaining a listing of Shares on any stock exchange, marketing and promotional expenses, the cost of convening and holding Directors’ and Shareholders’ meetings and professional fees and expenses for legal, auditing and other consulting services and such other costs and expenses (including non-recurring and extraordinary costs and expenses) as may arise from time to time and which have been approved by the Directors as necessary or appropriate for the continued operation of the Company or of any Portfolio. The Articles provide that the Directors shall be entitled to a fee as remuneration for their services at a rate to be determined from time to time by the Directors provided that the amount of remuneration payable to any Director in any one year in respect of any Portfolio shall not exceed €15,000 or such other amount as the Directors may from time to time determine and disclose to the Shareholders in the latest annual or semi-annual report. The Directors, and any alternate Directors, shall also be entitled to be paid all travelling, hotel and other expenses properly incurred by them in attending Directors or Shareholders meetings or any other meetings in connection with the business of the Company. The expenses of each Portfolio of the Company are deducted from the total income and assets of such Portfolio before dividends are paid. Expenses of the Company which are not directly attributable to the operation of a particular Portfolio are allocated among all Portfolios in a manner determined by the Directors. Expenses of the Company which are not directly attributable to a specific Class of Shares and which are directly attributable to a specific Portfolio are allocated among all Classes of such Portfolio in a manner determined by the Directors. In such cases, the expenses will normally be allocated among all Classes of such Portfolio pro-rata to the value of the net assets of the Portfolio which are attributable to those Classes. Expenses of the Company which are directly attributable to a specific Class of Shares shall be allocated to that Class.

49 General ————————————————————————————————————————————————————————————————————————————————————————————————————

CONFLICTS OF INTEREST The Directors, the Administrator, the Transfer Agent, the Investment Manager, the Distributor, and the Custodian and their respective affiliates, officers, and shareholders (collectively the “Parties”) are or may be involved in other financial, investment and professional activities which may on occasion cause a conflict of interest with the management of the Company. These include management of other funds, purchases and sales of securities, investment and management counselling, brokerage services, custodial services and valuation of unlisted securities (in circumstances in which fees payable to the entity valuing such securities may increase as the value of assets increases) and serving as directors, officers, advisors or agents of other funds or companies, including funds or companies in which a Portfolio may invest. In particular, it is envisaged that the Investment Manager will be involved in managing or advising on the investments of other funds or clients which may have similar or overlapping investment objectives to or with a Portfolio and that investment opportunities shall be fairly allocated to its clients. Each of the Parties will respectively ensure that the performance of their respective duties will not be impaired by any such involvement that they might have. In the event that a conflict of interest does arise, the Directors of the Company shall endeavour to ensure that it is resolved fairly and in the interests of Shareholders. There is no prohibition on transactions with the Company, the Investment Manager, the Administrator, the Transfer Agent, the Custodian, the Distributor or entities related to each of the Investment Manager, the Administrator, the Transfer Agent, the Custodian or the Distributor including, without limitation, holding, disposing or otherwise dealing with Shares issued by or property of the Company and none of them shall have any obligation to account to the Company for any profits or benefits made by or derived from or in connection with any such transaction provided that such transactions are consistent with the best interests of Shareholders and dealings are carried out as if effected on normal commercial terms negotiated on an arm’s length basis and (a) a person approved by the Custodian (or the Directors in the case of a transaction involving the Custodian) as independent and competent certifies the price at which the relevant transaction is effected is fair; or (b) such transaction is executed on best terms reasonably obtainable on an organised investment exchange or other regulated market in accordance with the rules of such exchange or market; or (c) where the conditions set out in (a) and (b) above are not practical, that the transaction will be consistent with the best interest of Shareholders and such transaction is executed on terms which the Custodian is (or in the case of a transaction involving the Custodian, the Directors are) satisfied conform with normal commercial terms negotiated at arm’s length. a) Allocation of Investments Investment decisions for each of the Portfolios and for the other investment advisory clients of the Investment Manager and its affiliates are made with a view to achieving their respective investment objectives. Investment decisions are the product of many factors in addition to basic suitability for the particular client involved. Thus, a particular security may be bought or sold for certain clients even though it could have been bought or sold for other clients at the same time. Likewise, a particular security may be bought for one or more clients when one or more other clients are selling the security. In some instances, one client may sell a particular security to another client. It also sometimes happens that two or more clients simultaneously purchase or sell the same security, in which event each day’s transactions in such security are, insofar as possible, averaged as to price and allocated between such clients in a manner which in the Investment Manager’s opinion is equitable to each and in accordance with the amount being purchased or sold by each. There may be circumstances when purchases or sales of portfolio securities for one or more clients will have an adverse effect on other clients. b) Brokerage and Research Services Transactions on U.S. and non-U.S. stock exchanges and futures markets and other agency transactions involve the payment by the Portfolios of negotiated brokerage commissions. Such commissions vary among different brokers. A particular broker may charge different commissions according to such factors as execution venue and exchange. Although the Portfolios do not typically pay commissions for principal transactions in the over-the-counter markets, such as the markets for most fixed income securities and certain derivatives, an undisclosed amount of profit or “mark-up” is included in the price a Portfolio pays. In underwritten offerings, the price paid by the Portfolio includes a disclosed, fixed commission or discount retained by the underwriter or dealer. The Investment Manager may utilise brokers with whom soft commission arrangements are in place. In any such arrangements the broker to the arrangement shall agree to provide best execution, the arrangements must be those which assist in the provision of investment services to the Company and shall be disclosed in the periodic reports of the Company.

50 It has for many years been a common practice in the investment management business for broker-dealers that execute portfolio transactions for the clients of advisors of investment funds and other institutional investors to provide those advisers with “brokerage and research services” (as defined in the U.S. Securities Exchange Act of 1934, as amended (the “1934 Act”)). Consistent with this practice, the Investment Manager receives brokerage and research services from broker-dealers with which the Investment Manager or its affiliates place the Portfolios’ portfolio transactions. Subject to applicable law, the services that broker-dealers may provide to the Investment Manager’s managers and analysts include, among others, brokerage and trading systems, economic analysis, investment research, industry and company reviews, statistical information, market data, evaluations of investments, recommendations as to the purchase and sale of investments and performance measurement services. Some of these services are of value to the Investment Manager and its affiliates in advising various of their clients (including the Portfolios), although not all of these services are necessarily useful and of value in managing the Portfolios. Research services provided by broker-dealers are supplemental to the Investment Manager’s own research efforts and relieve the Investment Manager of expenses it might otherwise have borne in generating such research. The investment management fees paid to the Investment Manager by the Company are not reduced because the Investment Manager and its affiliates receive brokerage and research services even though the Investment Manager might otherwise be required to purchase some of these services for cash. The Investment Manager may also use portfolio transactions to generate “soft dollar” credits to pay for “mixed-use” services (i.e., products or services that may be used both for investment- and non-investment-related purposes), but in such instances the Investment Manager uses its own resources to pay for that portion of the mixed-use product or service that in its good-faith judgment does not relate to investment or brokerage purposes. The Investment Manager may also allocate trades to generate soft dollar credits for third-party investment research reports and related fundamental research. The Investment Manager places all orders for the purchase and sale of portfolio investments for the Portfolios, and buys and sells investments for the Portfolios, through a substantial number of brokers and dealers. In selecting broker-dealers to execute the Portfolios’ portfolio transactions, the Investment Manager uses its best efforts to obtain for each Portfolio the most favourable price and execution reasonably available under the circumstances, except to the extent it may be permitted to pay higher brokerage commissions as described below. In seeking the most favourable price and execution and in considering the overall reasonableness of the brokerage commissions paid, the Investment Manager, having in mind the Portfolio’s best interests, considers all factors it deems relevant, including, in no particular order of importance, and by way of illustration, price, the size and type of the transaction, the nature of the market for the security or other investment, the amount of the commission, the brokerage and research products and services provided by the broker-dealer, the timing of the transaction taking into account market prices and trends, the reputation, experience and financial stability of the broker-dealer involved and the quality of service rendered by the broker-dealer in other transactions. The Investment Manager may cause the Portfolios to pay a broker-dealer that provides “brokerage and research services” (as defined in the 1934 Act and as described above) to the Investment Manager an amount of disclosed commission for effecting securities transactions on stock exchanges and other transactions for the Portfolio on an agency basis in excess of the commission another broker-dealer would have charged for effecting that transaction. The Investment Manager may also instruct an executing broker to “step out” a portion of the trades placed with a broker to other brokers that provide brokerage and research services to the Investment Manager. The Investment Manager’s authority to cause the Portfolio to pay any such greater commissions or to instruct a broker to “step out” a portion of a trade is subject to the requirements of applicable law. It is the position of the staff of the United States Securities and Exchange Commission that Section 28(e) of the 1934 Act does not apply to the payment of such greater commissions in “principal” transactions. Accordingly, the Investment Manager will use its best effort to obtain the most favourable price and execution available with respect to such transactions, as described above.

CASH/COMMISSION REBATES AND FEE SHARING Where the Manager, or any of its delegates, successfully negotiates the recapture of a portion of the commissions charged by brokers in connection with the purchase and/or sale of securities, financial derivative instruments or techniques and instruments for the Company or a Portfolio, the rebated commission shall be paid to the Company or the relevant Portfolio as the case may be. The Manager or its delegates may be reimbursed out of the assets of the Company or the relevant Portfolio for reasonable properly vouched costs and expenses directly incurred by the Manager or its delegates in this regard.

PAYMENTS TO DEALERS The Portfolios may be offered and sold to investors through third-party dealer firms (dealer includes any broker, dealer, bank, bank trust department, registered investment advisor, financial planner, retirement plan administrator, and any other institution having a distribution, agency, selling, services, or any similar agreement with the Distributor of the Company or one of its affiliates).

51 In connection with sales and servicing activities relating to the Portfolios, the dealer firm for a Shareholder generally receives from the Company or its affiliates payments representing a substantial portion of the fees shown under “Fees and Expenses” in this Prospectus. The Company or its affiliates may pay different amounts to different dealers based on various factors, such as the nature of the dealer relationship and the scope and value of the services provided by the dealer. These amounts are paid by the Company or its affiliates and do not increase the fees paid by Shareholders or the Portfolios. A Shareholder’s dealer may charge fees or commissions (such as transaction fees) that are not described in this Prospectus. Investors may ask their dealer about any payments it receives from the Company or its affiliates and any services the dealer provides, as well as about fees and/or commissions the dealer charges.

MEETINGS At least one general meeting of the Company shall be held in each year as the Company’s annual general meeting. At least twenty one days’ notice (inclusive of the day on which the notice is served or deemed to be served and of the day for which the notice is given) shall be given to Shareholders. The notice shall specify the place, day and hour of the meeting and the terms of the resolutions to be proposed. A proxy may attend on behalf of any Shareholder. The voting rights attached to the Shares are set out under the heading “Voting Rights” in this Prospectus.

NOTICES Notices may be given to Shareholders as outlined below subject to the consent of the Shareholder and shall be deemed to have been duly given as follows:

MEANS OF DISPATCH DEEMED SERVED Delivery by Hand: The day of delivery. Post: 24 hours after posting. Fax: The day on which a positive transmission receipt is received. Electronically: The day on which the electronic transmission has been sent to the electronic information system designated by a Shareholder. Publication: Noon on the day in which the publication appears in an international newspaper and one newspaper in Dublin, Ireland or such other publication as the Directors may from time to time determine. The annual audited financial statements for the Company will also be sent to the Shareholders and prospective investors on request. There has been no significant change in the financial or trading position of the Company since 31 December, 2008, the date to which the audited annual reports have been prepared.

REPORTS AND ACCOUNTS The Directors shall cause to be prepared an annual report and audited annual accounts for the Company and each Portfolio for the period to the Company’s fiscal year end, which is 31 December in each year. The said annual report shall be available to Shareholders and published not later than four months after the end of the period to which it relates and shall be sent to the Companies Announcement Office of the Irish Stock Exchange not later than six months after the end of the period to which it relates. The audited accounts will be sent to Shareholders at least twenty-one days before the annual general meeting. In addition, the Directors shall cause to be prepared a half-yearly report for the period ending 30 June in each year, which shall include unaudited half-yearly accounts for the Company and each Portfolio. Copies of the said half-yearly report shall be published not later than two months after the end of the period to which it relates and shall be sent to the Companies Announcement Office of the Irish Stock Exchange not later than four months after the end of the period to which it relates.

INDEBTEDNESS At the date of this Prospectus, the Company has no loan capital (including term loans) outstanding or created but unissued and no outstanding mortgages, charges or other borrowings or indebtedness in the nature of borrowings, including bank overdrafts and liabilities under acceptances or acceptance credits, finance leases, hire purchase commitments, guarantees or contingent liabilities. The Company may not grant loans to third parties or act as guarantor to third parties.

52 WINDING UP The Articles contain provisions to the following effect: (a) If the Company shall be wound up the liquidator shall apply the assets of the Company in such manner and order as he thinks fit in satisfaction of creditors’ claims. The liquidator shall, in relation to the assets available for distribution among the Shareholders, make in the books of the Company such transfers thereof to and from Portfolios as may be necessary in order that the effective burden of such creditors’ claims may be shared between the holder of Shares of different Classes in such proportions as the liquidator in his absolute discretion may think equitable. (b) The assets available for distribution among the Shareholders shall be applied in the following priority: (i) First, in the payment to the holders of the Shares of each Portfolio or Class of a sum in the currency in which that Portfolio or Class is designated (or in any other currency selected by the liquidator) as nearly as possible equal (at a rate of exchange determined by the liquidator) to the aggregate Net Asset Value per Shares of such Shares as at the date of commencement to wind up provided that there are sufficient assets available in the relevant Portfolio to enable such payment to be made. In the event that, as regards any Portfolio or Class of Shares, there are insufficient assets available in the relevant Portfolio to enable such payment to be made recourse shall be had: (1) first, to the assets of the Company not comprised within any of the Portfolios; and (2) secondly, to the assets remaining in the Portfolios for the other Portfolio or Classes of Shares (after payment to the holders of the Shares of the Portfolio or Classes to which they relate of the amounts to which they are respectively entitled under this paragraph (a)) pro rata to the total value of such assets remaining within each such Portfolio. (ii) Secondly, in the payment to the holders of the Subscriber Shares of sums up to the nominal amount paid thereon out of the assets of the Company not comprised within any Portfolios remaining after any recourse thereto under sub-paragraph (i) (1) above. In the event that there are insufficient assets as aforesaid to enable such payment in full to be made, no recourse shall be had to the assets comprised within any of the Portfolios. (iii) Thirdly, in the payment to the holders of each Portfolio or Class of Shares of any balance then remaining in the relevant Portfolio, such payment being made in proportion to the number of Shares of that Portfolio or Class held. (iv) Fourthly, in the payment to the holders of the Shares of any balance then remaining and not comprised within any of the Portfolios such payment being made in proportion to the number of Shares held. (c) If the Company shall be wound up (whether the liquidation is voluntary, under supervision or by the Court) the liquidator may, with the authority of a special resolution and any other sanction required by the Companies Acts of Ireland, divide among the Shareholders in specie the whole or any part of the assets of the Company, and whether or not the assets shall consist of property of a single kind, and may for such purposes set such value as he deems fair upon any one or more class or classes of property, and may determine how such division shall be carried out as between the Shareholders or different Classes of Shareholders. Shareholders may request that assets which are to be distributed to them in specie will be first liquidated to cash. The liquidator may, with the like authority, vest any part of the assets in trustees upon such trusts for the benefit of Shareholders as the liquidator, with the like authority, shall think fit, and the liquidation of the Company may be closed and the Company dissolved, but so that no Shareholder shall be compelled to accept any assets in respect of which there is liability. Further the liquidator may with like authority transfer the whole or part of the assets of the Company or Portfolio to a company or collective investment scheme (the “Transferee Company”) on terms that Shareholders of the Company or where relevant Portfolio shall receive from the Transferee Company shares or units in the Transferee Company of equivalent value to their shareholdings in the Company or Portfolio.

MATERIAL CONTRACTS The following contracts, which are summarised in the “Management and Administration” and “Fees and Expenses” sections in this Prospectus, have been entered into and are, or may be, material: (a) Investment Management Agreement dated 30 September, 2002, as may be amended, between the Company and the Investment Manager pursuant to which the Investment Manager was appointed to provide investment management and advisory services to the Company; (b) Administration Agreement dated 29 June, 2007 and effective 23:59 (Irish time) on 30 June, 2007, as may be amended, between the Company and the Administrator pursuant to which the Administrator was appointed to provide administration and accounting services to the Company;

53 (c) Custodian Agreement dated 29 June, 2007 and effective 23:59 (Irish time) on 30 June, 2007, as may be amended, between the Company and the Custodian pursuant to which the Custodian has been appointed as custodian of the Company’s assets; (d) Amended and Novated Transfer Agency Agreement dated 29 June, 2007 and effective 23:59 (Irish time) on 30 June, 2007, as may be amended, between the Company, the Transfer Agent, J.P. Morgan Administration Services (Ireland) Limited and the Administrator amending and novating the transfer agency agreement dated 23 December, 2003 as amended by an amendment agreement dated 20 April, 2007 (the “Transfer Agency Agreement”) between the Company, the Transfer Agent and J.P. Morgan Administration Services (Ireland) Limited pursuant to which the Administrator was assigned the rights and obligations under the Transfer Agency Agreement; and (e) Distribution Agreement dated 21 November, 2006, as may be amended, by and between the Company and the Distributor pursuant to which the Distributor has been appointed to act as Distributor to the Company.

MISCELLANEOUS (a) No Shares are under option or are agreed conditionally or unconditionally to be put under option. (b) Except as disclosed in the “Fees and Expenses” section of this Prospectus, no commission, discounts, brokerages or other special terms have been granted by the Company in connection with the issue or sale of any Shares. (c) The Company has no employees. (d) The Company has not, since its establishment, been engaged in, and is not currently engaged in any legal or arbitration proceedings and no legal or arbitration proceedings are known to the Directors to be pending or threatened by, or against, the Company.

DOCUMENTS FOR INSPECTION Copies of the following documents may be inspected at the registered office of the Administrator at Guild House, Guild Street, International Financial Services Centre, Dublin 1, Ireland during normal business hours on any Dealing Day: (a) the material contracts referred to above; (b) the Articles; (c) the UCITS Regulations and UCITS Notices; (d) a memorandum detailing the names of all companies and partnerships of which a Director has been a director or partner at any time in the previous five years together with an indication of whether or not the individual is a director or partner; and (e) such other documents as may be specified in any relevant Supplement. In addition, the Articles and any yearly or half-yearly reports may be obtained from the Administrator free of charge or may be inspected at the registered office of the Administrator during normal business hours on any Dealing Day.

54 Appendix I ————————————————————————————————————————————————————————————————————————————————————————————————————

Recognised Markets The following exchanges and markets are listed or referred to below in accordance with the requirements of the Financial Regulator which does not issue a list of approved markets. This list is drawn from the list of Recognised Markets which appears in the Articles. With the exception of permitted investments in unlisted securities, off-exchange derivative instruments and units of open-ended collective investment schemes investment in securities or financial derivative instruments will be restricted to the following stock exchanges and markets. This list may be supplemented or modified by the Directors from time to time and the approval of the Shareholders shall not be required for any such modification or supplement. (A) Any stock exchange or market which is: located in any Member State of the European Union; or located in any Member State of the European Economic Area (European Union, Norway, Iceland and Liechtenstein), or located in any of the following countries: Australia Canada Japan Hong Kong New Zealand Switzerland United States of America (B) Any of the following stock exchanges: Algeria Algiers Stock Exchange Argentina Buenos Aires Stock Exchange Cordoba Stock Exchange La Plata Stock Exchange Mendoza Stock Exchange Rosario Stock Exchange Bahrain Bahrain Stock Exchange Bangladesh Dhaka Stock Exchange Chittagong Stock Exchange Bolivia Bolsa de Bolivia de Valores Botswana Botswana Stock Exchange Bermuda Bermuda Stock Exchange Brazil Bahia-Sergipe-Alagoas Stock Exchange Extremo Sul Stock Exchange, Porto Allegre Minas Esperito Santo Brasilia Stock Exchange Parana Stock Exchange, Curtiba Pernambuco e Paraiba Stock Exchange Regional Stock Exchange, Fortaleza Rio de Janeiro Stock Exchange Santos Stock Exchange Sao Paulo Stock Exchange Bulgaria First Bulgarian Stock Exchange Cayman Islands Cayman Islands Stock Exchange Chile Santiago Stock Exchange Valparaiso Stock Exchange China Shanghai Securities Exchange Shenzhen Stock Exchange Colombia Bogota Stock Exchange Medellin Stock Exchange Occidente Stock Exchange Costa Rica Costa Rica Stock Exchange Bolsa Nacional De Valores Croatia Zagreb Stock Exchange Ecuador Quito Stock Exchange Guayaquil Stock Exchange

55 Egypt Cairo and Alexandria Stock Exchange Ghana Ghana Stock Exchange Hong Kong Hong Kong Stock Exchange Iceland Iceland Stock Exchange India The National Stock Exchange of India Bombay Stock Exchange Madras Stock Exchange Delhi Stock Exchange Ahmedabad Stock Exchange Bangalore Stock Exchange Cochin Stock Exchange Gauhati Stock Exchange Magadh Stock Exchange Mubai Stock Exchange Pune Stock Exchange Hyderabad Stock Exchange Ludhiana Stock Exchange Uttar Pradesh Stock Exchange Calcutta Stock Exchange Indonesia Indonesia Stock Exchange Iran Israel Tel Aviv Stock Exchange Ivory Coast Bourse des Valeurs Abidjan Jamaica Jamaica Stock Exchange Jordan Amman Stock Exchange Kazakhstan (Rep. Of) Central Asian Stock Exchange Kazakhstan Stock Exchange Kenya Nairobi Stock Exchange Korea Korea Stock Exchange Kuwait Kuwait Stock Exchange Lebanon Beirut Stock Exchange Malawi Malawi Stock Exchange Malaysia Malaysia Exchange Mexico Mexico Stock Exchange Mauritius Stock Exchange of Mauritius Moldova Moldova Stock Exchange Mongolia Ulan Bator Stock Exchange Morocco Casablanca Stock Exchange Namibia Namibian Stock Exchange Nigeria Nigerian Stock Exchange New Zealand New Zealand Stock Exchange Oman Muscat Stock Exchange Pakistan Karachi Stock Exchange Lahore Stock Exchange Islamabad Stock Exchange Peru Lima Stock Exchange Philippines Philippines Stock Exchange Romania Bucharest Stock Exchange Russia Moscow International Currency Exchange Saudi Arabia Riyadh Stock Exchange Singapore Singapore Stock Exchange SESDAQ South Africa JSE Securities Exchange South Africa South Korea Korea Stock Exchange Sri Lanka Colombo Stock Exchange Swaziland Swaziland Stock Exchange Taiwan Taiwan Stock Exchange Corporation, Taipei Thailand Stock Exchange of Thailand Bangkok Stock Exchange Trinidad Trinidad and Tobago Stock Exchange and Tobago Tunisia Bourse des Valeurs Mobilières de Tunis Turkey Istanbul Stock Exchange Uganda Kampala Stock Exchange

56 Ukraine Ukrainian Stock Exchange Uruguay Montevideo Stock Exchange Venezuela Caracas Stock Exchange Maracaibo Stock Exchange Venezuela Electronic Stock Exchange Vietnam Ho Chi Minh City Securities Trading Center Zambia Zambia Stock Exchange Lusaka Stock Exchange Zimbabwe Zimbabwe Stock Exchange (C) The following markets: – the market organised by the International Capital Market Association; – the market conducted by “listed money market institutions” as described in the Bank of England publication “The Regulations of the Wholesale Cash and OTC Derivatives Markets in Sterling, Foreign Exchange and Bullion” dated April, 1988, (as amended from time to time); – (a) in the United States, (b) the market in the U.S. government securities conducted by the primary dealers regulated by the Federal Reserve Bank of New York; and (c) the over-the-counter market in the United States conducted by primary dealers and secondary dealers regulated by the Securities and Exchange Commission and the Financial Industry Regulatory Authority (FINRA) and by banking institutions regulated by the U.S. Comptroller of Currency, the Federal Reserve System or Federal Deposit Insurance Corporation; – the over-the-counter market in Japan regulated by the Securities Dealers Association of Japan; – the alternative investment market in the United Kingdom regulated and operated by the ; – the French market for Titres de Créances Négotiables (OTC market in negotiable debt instruments); – the OTC market in Canadian Government Bonds, regulated by the Investment Industry Regulatory Organisation of Canada; – SESDAQ (the second tier of the Singapore Stock Exchange); and – the following Russian markets: MICEX RTS Stock Exchange (formerly MICEX: (Equity securities traded on level 1 or level 2 only) RTS1: (Equity securities traded on level 1 or level 2 only) RTS2: (Equity securities traded on level 1 or level 2 only)) Derivatives Markets All stock exchanges listed in (A) and (B) above on which permitted financial derivative instruments may be listed or traded and the following derivatives exchanges; derivative markets approved in a member state of the European Economic Area and the following exchanges or markets: American Stock Exchange, Chicago Mercantile Exchange, Chicago Board of Options Exchange, Chicago Stock Exchange, Chicago Board of Trade, Kansas City Board of Trade, Mid-American Commodity Exchange, Minneapolis Grain Exchange, New York Board of Trade and New York Mercantile Exchange, New York Futures Exchange, New York Stock Exchange, Pacific Exchange, Philadelphia Stock Exchange, USFE (U.S. Futures Exchange) and SWX Swiss Exchange US. – in Canada, the Montreal Exchange and the Toronto Stock Exchange; – in China, the Shanghai Futures Exchange; – in Hong Kong, the Hong Kong Futures Exchange; – in Japan, the Osaka Securities Exchange; Tokyo Financial Exchange; ;

57 – in Singapore, on the Singapore Exchange; Singapore Commodity Exchange; – In Switzerland, on the Swiss Options & Financial Futures Exchange; EUREX – the Taiwan Futures Exchange; – Kuala Lumpur Options and Financial Futures Exchange; – Jakarta Futures Exchange; – Korea Futures Exchange; – Osaka Mercantile Exchange; – Tokyo International Financial Futures Exchange; – Australian Stock Exchange; – Sydney Futures Exchange; – the Bolsa de Mercadorias & Futuros, Brazil; – the Mexican Derivatives Exchange (MEXDER); and – the South African Futures Exchange.

FUTURES MARKETS For the purposes only of valuing the assets of a Portfolio in accordance with the Articles, the term “Recognised Market” also includes, in relation to any invested in by the Portfolio for the purposes of efficient portfolio management and/or other investment purposes, any organised exchange or market on which such futures contract is regularly traded.

58 Appendix II ————————————————————————————————————————————————————————————————————————————————————————————————————

Important Information for Austrian Investors The Company has notified the Austrian Financial Market Authority of its intention to sell Shares of its Portfolios in the Republic of Austria in accordance with Section 36 (1) Investment Fund Act (InvFG 1993). The following information applies to any such public offers and sales in Austria and in respect to Austrian investors: 1. Payment and Information Agent In accordance with Section 34 InvFG the Company has appointed Erste Bank der Oesterreichichen Sparkassen AG, Graben 21, A-1010, Vienna, Austria (telephone 0043(0) 50 100 11744) as its Paying and Information Agent (the “Paying Agent”). Any Austrian investors may therefore turn to the Paying Agent, to require that any payments made to them from the Company or any payments made by them to the Company be conducted through the Paying Agent. Investors that hold Shares in the Portfolios of the Company may turn to the Paying Agent to require the redemption of their Shares. Any investor or potential investor may also turn to the Paying Agent to request to be given, free of charge, a copy of the Prospectus, the Simplified Prospectus, the then most recent, Annual Report and most recent Semi-Annual Report as well as a copy of the Company’s Memorandum and Articles of Association. Any investor may also directly turn to Putnam Investments Limited or the Transfer Agent, at Citi Fund Services (Ireland), Limited, 1 North Wall Quay, International Financial Services Centre, Dublin 1, Ireland where they will also receive this information. 2. Publication of Prices Net Asset Values of the Portfolios are available at www.fundinfo.com. Further information, as required under Austrian law, will be sent to Shareholders by way of letters. 3. Taxation The taxation of income for Austrian investors from foreign investment funds under Austrian law follows a complex system. Investors are therefore advised to carefully consider their tax position and contact their personal tax advisors. Investors should note that the Company has appointed Ernst & Young Wirtschaftsprüfungs-und Steuerberatungsgesellschaft mbH, Wagramer Straße 19, ISD-Tower, A-1220 Vienna as its fiscal representative in accordance with §42 together with §40 (2) item 2 InvFG 1993. The fiscal representative will certify to the Austrian Ministry of Finance once a year the deemed income in respect to all of the Company’s Portfolios which are registered for public offer in Austria and which are marketed in Austria. Besides actual distributions, this certificate of deemed income will form the basis of taxation for the Austrian investors. 4. Austrian Information and Paying Agency Agreement (a) By the Austrian Information and Paying Agency Agreement dated 13 May, 2004 between the Paying Agent and the Company, the Paying Agent has agreed to provide information and paying agency services to the Company in Austria to act as intermediary between the Company and investors in Austria in making and receiving payments relating to the subscription for and the redemption of Shares in the Portfolios by the Austria Investors. (b) The Paying Agent will be paid a fee, together with transaction charges, out of the assets of the Company which shall be at normal commercial rates.

59 Appendix III ————————————————————————————————————————————————————————————————————————————————————————————————————

Important Information for Dutch Investors 1. A copy of the Prospectus, the Simplified Prospectus, the Memorandum and Articles of Association, the Semi-Annual and Annual Reports and the material documents described in the Prospectus in the section “General” subsection “Material Contracts” shall be available on request from the Administrator for inspection free of charge. Further information regarding the Company, if any, is available on request from the Administrator. 2. Investors should forward any subscription, redemption or exchange requests to the Transfer Agent in accordance with the procedures set out in the Prospectus under the headings “Subscriptions”, “Exchange Privilege”, and “Redeeming Shares”. Payments of redemption proceeds, distributions, or other amounts shall be made by the Transfer Agent, as described in the sections of the Prospectus entitled “Redeeming Shares.” 3. Shareholders will generally be notified of material changes to the Company by means of letters. Please refer to the section of the Prospectus entitled “General” subsection “Notices” for further information.

60 Appendix IV ————————————————————————————————————————————————————————————————————————————————————————————————————

Important Information for German Investors 1. J.P. Morgan AG, Junghofstraße 14, 60311 Frankfurt am Main, Germany, has assumed the function of the Paying and Information Agent in the Federal Republic of Germany (the “Paying Agent”) with respect to the Company. 2. Exchange and redemption requests for the Shares can be submitted to the Paying Agent. Upon request, the redemption proceeds, distributions or other payments, if any, to the Shareholders are paid in Euro via the Paying Agent. 3. The Prospectus, the Simplified Prospectus, the Articles, the annual and half-yearly reports for the Company can be obtained free of charge and the material documents described in the Prospectus in the section “General” subsection “Material Contracts ” can be inspected at the offices of the Paying Agent. Further shareholder information, if any, is available at the offices of the Paying Agent. 4. The Net Asset Value per Share, the purchase and redemption prices as well as the interim profit and the aggregate amount of income deemed to be received by the holder for the foreign investment units after 31 December, 1993, or, the information required for taxation purposes for investors in the Federal Republic of Germany, respectively, are available on any Business Day at the offices of the Paying Agent. 5. The purchase and redemption prices and the interim profit shall be published on www.fundinfo.com. Further information for investors, if any, shall be sent to Shareholders by way of letters.

61 Putnam New Flag Euro High Yield Fund ————————————————————————————————————————————————————————————————————————————————————————————————————

SUPPLEMENT NO. 1 This Supplement forms part of, and should be read in the context of, and together with, the Prospectus in relation to Putnam New Flag Euro High Yield Fund plc (the “Company”) and contains information relating to the Putnam New Flag Euro High Yield Fund (the “Portfolio”) which is a separate portfolio of the Company, represented by the Putnam New Flag Euro High Yield Fund portfolio of shares in the Company (the “Shares”). The Base Currency of the Portfolio is the Euro. There are three Classes of Shares issued in respect of the Portfolio, namely Class E Shares (formerly Class A Shares), Class M Shares (formerly Class C Shares), and Class S Shares. Class E Shares and Class M Shares are denominated in Euros and Class S Shares are denominated in Sterling. Application was made to the Irish Stock Exchange for Class E Shares (formerly Class A Shares) which have been admitted to the Official List and to trading on the Main Market of the Irish Stock Exchange and dealings have commenced. Application has been made to the Irish Stock Exchange for the Class M Shares (formerly Class C Shares) and Class S Shares issued and available for issue, to be admitted to the Official List and to trading on the Main Market of the Irish Stock Exchange. It is expected that admission will become effective in July, 2009 for Class M Shares and in August, 2009 for Class S Shares. No application has been made for the listing of the Shares on any other stock exchange. The Directors of the Company do not anticipate that an active secondary market will develop in these Shares.

62 Index ————————————————————————————————————————————————————————————————————————————————————————————————————

SECTION PAGE Definitions ...... 64 Investment Objective and Policies ...... 65 Financial Derivative Instruments ...... 67 Investment Restrictions ...... 68 Investment Risks ...... 69 Subscriptions ...... 70 Redemptions ...... 71 Distribution Policy ...... 72 Fees and Expenses ...... 73

63 Definitions ————————————————————————————————————————————————————————————————————————————————————————————————————

Words and terms defined in the Prospectus have the same meaning in this Supplement unless otherwise stated herein. The Dealing Days for the Portfolio are every Business Day, or such other day or days as may be determined by the Directors and notified to Shareholders.

64 Investment Objective and Policies ————————————————————————————————————————————————————————————————————————————————————————————————————

The Investment Objective The Portfolio’s overall investment objective is to provide a superior total return, such return to be compatible with a prudent credit appraisal process which recognises the risks being taken in the types of assets (See ‘Description of the Portfolio’s Type of Assets’ below and ‘Investment Risks’ below, together with the corresponding section in the Prospectus) and which maintains rigorous and thorough investment monitoring. Description of European High Yield Market The European High Yield market or asset class currently comprises an outstanding amount in excess of Euro 130 billion at 31 December, 2008. Within this asset category there were, at 31 December, 2008 over 160 different corporate issuers and approximately 240 different issues, denominated predominantly in US Dollars, Euros, and/or Pounds Sterling. Description of the Portfolio’s Types of Assets The Portfolio will predominantly invest in non-investment grade debt obligations issued by European based companies or non-European based companies which have a substantial share of their revenues or income based in Europe which are transferable securities and which are listed or traded on the market organised by the International Capital Market Association or other Recognised Markets. However, and in order to optimise diversification, the Portfolio may also be invested from time to time in debt securities issued by U.S. and Russian based companies which are traded on a Recognised Market and which are transferable securities. The Portfolio may only invest in the debt obligations of Russian based companies, the Russian Federation or its agencies or political sub-divisions, where such debt obligations are listed or traded on a Recognised Market other than a Recognised Market in Russia. Debt obligations include corporate bonds, debentures, non-convertible fixed income stocks and certificates of deposit. The securities in which the Portfolio will invest, therefore, will be predominantly rated Ba1 or BB+ or below by Moody’s, Standard & Poor’s or Fitch IBCA. However, the Portfolio may invest in transferable securities which, though unrated, are in the opinion of the Investment Manager of similar credit quality to rated securities. Other corporate debt obligations with investment grade ratings may be included in the Portfolio at the discretion of the Investment Manager provided such obligations are transferable securities. The Portfolio may also invest in securitised loan participations or loan assignments, mortgage-backed and asset-backed and structured securities that derive interest and principal payments from specified assets or indices provided such securities are transferable securities. Loan assignments or securitised loan participations represent an undivided fractional interest in a loan obligation by a borrower. They are typically purchased in primary syndication from a syndicating bank or in the secondary market from par loan trading desks. The loan may be made to non-U.S. or U.S. companies. Only loan assignments or securitised loan participations which are transferable securities, capable of free sale and transfer to other investors and which are listed or traded on a Recognised Market are deemed to be acceptable investments for the Portfolio. The types of structured securities in which the Portfolio may invest are freely transferable, generally over-the-counter debt instruments created by a financial intermediary to provide access to domestically issued securities in certain countries. In accordance with the UCITS Regulations, no more than 10% of the net assets of the Portfolio will be invested in transferable securities which are not listed or traded on a Recognised Market. The assets of the Portfolio will also be invested in Sterling or U.S. Dollar denominated bonds, as well as in assets denominated in the Base Currency with the value of non-Base Currency denominated assets hedged back to the Base Currency in accordance with UCITS Regulations and the Company’s additional investment restrictions, as set out in the Prospectus. Investors should be aware that the Portfolio will generally be invested up to 100% in high yield securities although from time to time some or all of the assets of the Portfolio may be maintained in cash or cash equivalents in the event of adverse market conditions or for the purpose of facilitating redemption requests or paying fees and expenses as the Directors deem appropriate for ancillary liquid asset purposes. Under normal market conditions, the Portfolio will be fully or substantially invested in high yield corporate bonds and securities. However, the Portfolio may also invest in short-term money market securities (such as commercial paper, certificates of deposit, banker’s acceptances and other transferable securities), debt securities issued by governments or their various instrumentalities and floating rate/variable rate notes. Any cash would be held solely as an ancillary liquid asset. The Portfolio may use financial derivative instruments, such as, but not limited to, futures (including financial futures), forwards, foreign exchange contracts (including spot and forward), swaps (including interest rate swaps, credit default swaps (“CDS”) and loan credit default swaps (“LCDS”) as both a protection buyer and seller and/or by reference to indices such as i-Traxx and/or LevX), contracts for difference and/or credit derivatives (“FDIs”), for

65 efficient portfolio management and/or investment purposes subject to the restrictions referred to in the Prospectus. i-Traxx indices were developed in order to bring greater liquidity, transparency and acceptance to the CDS market and allow parties to transfer the risk and return of underlying assets from one party to another without actually transferring the assets. LevX indices track the performance of LCDS which are CDS where settlement is limited to the syndicated secured loans of a company rather than all of its senior debt. The use of FDIs for investment purposes will be consistent with the investment objective and policies of the Portfolio. Further details of the FDIs which may be used are set out in the derivatives risk management process filed with the Financial Regulator in accordance with the Financial Regulator’s Guidance Note 3/03. The risk management process is intended to enable the Investment Manager to accurately measure, monitor and manage the various risks associated with FDIs. Any types of FDI not included in the risk management process will not be used until such time as a revised submission has been provided to and cleared by the Financial Regulator. Investors should note that the global exposure of the Portfolio related to FDIs will be risk measured using an advanced risk measurement methodology in accordance with the requirements of the Financial Regulator as set out in the risk management process, and therefore, the global exposure restriction at 6.1 of the Prospectus will not be applicable to this Portfolio. The assets of the Portfolio will also be invested in accordance with the UCITS Regulations and, other than as set out above, the additional investment restrictions described under “Investment Objective and Policies” in the Prospectus.

66 Financial Derivative Instruments ————————————————————————————————————————————————————————————————————————————————————————————————————

The Portfolio may employ investment techniques and instruments for efficient portfolio management of its assets for hedging against market movements, currency exchange, interest rate risks or otherwise as detailed under the heading “Portfolio Investment Techniques” in the Prospectus. In particular, the Company may enter into the FDIs as outlined under “Investment Objective and Policies” above and use repurchase and reverse repurchase and securities lending agreements for efficient portfolio management purposes and/or investment purposes subject to the section entitled “INVESTMENT RESTRICTIONS” of the Prospectus.

67 Investment Restrictions ————————————————————————————————————————————————————————————————————————————————————————————————————

Notwithstanding investment restriction 3 of the Prospectus, no more than 10% of the net asset value of the Portfolio may be invested in other collective investment schemes.

68 Investment Risks ————————————————————————————————————————————————————————————————————————————————————————————————————

Investors in the Portfolio should understand that all investments involve risk and that there can be no guarantee against loss resulting from an investment in the Portfolio nor can there be any assurance that the Portfolio’s investment objective will be attained. As with any investment in securities, the value of, and income from, an investment in the Portfolio may decrease as well as increase, depending on a variety of factors which may affect the values of and income generated by the investments of the Portfolio, including general economic conditions, market factors and currency exchange rates. An investment in the Portfolio should not constitute a substantial proportion of an investment portfolio and may not be appropriate for all investors. Additionally, investment decisions made by the Investment Manager will not always be profitable or proved to have been correct. Investment in the Portfolio carries with it a degree of risk including, but not limited, to the risks described in the “Investment Risks” section of the Prospectus and those listed below. These investment risks do not purport to be exhaustive and potential investors should review the Prospectus and this Supplement carefully before making an application for Shares. Political and Economic Risk: Russia There may be some investment in debt instruments listed or traded in the Recognised Markets in Russia referred to in Appendix I to the Prospectus. There are significant risks inherent in investing in Russian securities in particular with the share registration system. Investments in companies organised in or who principally do business in the independent states that were once part of the Soviet Union, including the Russian Federation, pose special risks, including economic and political unrest, and may lack a transparent and reliable legal system for enforcing the rights of creditors and Shareholders of the Portfolio. Furthermore, the standard of corporate governance and investor protection in Russia may not be equivalent to that provided in other jurisdictions. Uncertainty remains with regard to the Russian Federation’s structural reforms (e.g. banking sector, land reform, property rights), the economy’s heavy reliance on oil, unfavourable political developments and/or government policies, and other economic issues. Financial Derivative Instruments (“FDIs”) The Portfolio expects to use FDIs for efficient portfolio management or investment purposes, and such use may increase the risk profile of the Portfolio. The Company or its delegate will, on request, provide supplementary information to Shareholders of the Portfolio relating to the risk management methods employed including the quantitative limits that are applied and any recent developments in the risk and yield characteristics of the main categories of investments. For information in relation to the risks associated with the use of FDIs, please refer to the “Investment Risks” section of the Prospectus. Securitised Loan Participations and Loan Assignments The Portfolio may invest in securitised loan participations or loan assignments. Securitised loan participations or loan assignments represent an undivided fractional interest in a loan obligation by a borrower. They are typically purchased in primary syndication from the syndicating bank or in the secondary market from par loan trading desks. The loan may be made to non-U.S. or U.S. companies. They are subject to the risk of default by the borrower. If the borrower fails to pay interest or repay principal, the Portfolio can lose money on its investment. The securitised loan participations or loan assignments purchased by the Portfolio must be transferable securities. Only loan assignments or securitised loan participations which are broadly syndicated in the loan market with no resale restrictions and capable of free sale and transfer to other investors and traded on Recognised Markets are acceptable investments. Structured Securities The Portfolio may invest in structured securities. The types of structured securities in which the Portfolio may invest are freely transferable, typically over-the-counter debt instruments created by a financial intermediary to provide access to domestically issued securities in certain countries. The financial intermediary, or a special purpose vehicle established by the financial intermediary, purchases domestically issued securities and in turn issues back to back securities to foreign investors. Structured securities transfer all interest payments and other economic effects attaching to the underlying domestically issued securities to the purchasers thereof. The purchaser of a structured security will not, however, have recourse to the financial intermediary if the issuer of the underlying securities defaults on payments of interest or repayments of principal.

69 Subscriptions ————————————————————————————————————————————————————————————————————————————————————————————————————

Shareholders’ attention is drawn to the section in the Prospectus headed “SUBSCRIPTIONS”. Class E Shares The minimum initial subscription amount is €10,000,000. The minimum subsequent subscription amount is €25,000 and the minimum holding is €1000. There is no initial or deferred sales charge. The Class E Shares are designated in Euro. Class M Shares There is no minimum initial subscription amount and no minimum subsequent subscription amount for Class M Shares. There is an initial sales charge of up to 6.25% of the Net Asset Value per Share. The Class M Shares are designated in Euro. Class S Shares The minimum initial subscription amount is £10,000,000. The minimum subsequent subscription amount is £25,000 and the minimum holding is £1000. There is no initial or deferred sales charge. The Class S Shares are designated in Sterling. The Directors reserve the right at any time to vary or waive the above minimum amounts with respect to any investor in the Portfolio. Applicants should be aware that the Company or its delegate may monitor subscription, redemption and exchange transactions on an on-going basis identifying those transactions that may be causing dilution and that the Company or its delegate has discretion to impose an anti-dilution levy where it is determined that dilution is occurring. The Company may on any Dealing Day when there are net subscriptions/redemptions adjust the subscription/redemption price for a Shareholder transaction that is causing dilution by imposing an anti-dilution levy on that Shareholder to cover dealing costs and to preserve the value of the underlying assets of the Portfolio. This levy may be payable for the benefit of the Portfolio, if the Company or its delegate is of the view that, where there are net subscriptions/redemptions, certain large transactions may be causing dilution taking into account the Portfolio’s investment mandate and portfolio size and it believes that such a levy is in the best interests of the Shareholders to preserve the value of the underlying assets of the Portfolio. The levy shall be a sum representing a provision for market spreads (i.e. the difference between mid and offer prices) and duties and charges relating to the acquisition and/or disposal of investments and other dealing costs relating to the acquisition or disposal of assets relating to the specific transaction. Any such provision may be deducted from the subscription amount received from an investor in the case of subscriptions or deducted from the redemption proceeds to be paid to such Shareholder in the case of redemption proceeds to be paid to such Shareholder in the case of a redemption. The Company may also apply a provision for market spreads and duties and charges in any other case where it considers such a provision to be in the best interests of a Portfolio. Any such sum will be paid into the account of the relevant Portfolio. Issue of Units Class S Shares shall be available at £10 on 1 August, 2009. Thereafter, each Class of Shares shall be available on each Dealing Day at the Net Asset Value per Unit plus any applicable sales charge as described above. The initial offer period may be shortened or extended by the Directors. The Financial Regulator will be notified in advance of any such shortening or extension if subscriptions for Shares have been received and otherwise on a quarterly basis.

70 Redemptions ————————————————————————————————————————————————————————————————————————————————————————————————————

Shareholders’ attention is drawn to the section in the Prospectus headed “REDEEMING SHARES”. Redemption Request Forms received after the relevant Dealing Deadline will be held over and dealt with on the following Dealing Day, unless the Directors determine otherwise. Unless otherwise agreed with the Company, redemption proceeds will be paid by telegraphic transfer at the expense of the relevant Shareholder to the Shareholder’s account as specified in the Shareholder’s Application Form or as otherwise specified in writing by the Shareholder to the Company. Redemption proceeds will be paid by the Company within five Business Days from and including the relevant Dealing Day on which the redemption is to be effected, subject to receipt by the Company of the redemption request and certificates (if any) in respect of the Shares and, in the event that a facsimile Redemption Request Form only is received by the Transfer Agent, subject to compliance with the requirements set out in the Prospectus under the section entitled “Redeeming Shares”. No redemption payment will be made from a Shareholder’s account until the original subscription Application Form and all documentation required by or on behalf of the Company (including any documents in connection with anti-money laundering procedures) has been received from the Shareholder and the anti-money laundering procedures have been completed. Redemption proceeds that cannot be released due to incomplete documentation will be held in a non-interest bearing account until such documentation is received by the Transfer Agent and the anti-money laundering procedures have been completed. Redeeming Shareholders should be aware that anti-dilution levies may be imposed as described above under “Subscriptions.”

71 Distribution Policy ————————————————————————————————————————————————————————————————————————————————————————————————————

All or substantially all of the income of the Portfolio, after deduction of expenses, will be distributed to Shareholders in accordance with their respective interests. The Portfolio intends to seek UK distributor fund status under applicable United Kingdom regulations and guidelines. The Portfolio does not currently intend to make any distributions of realised gains or unrealised capital gains unless required to meet the distribution requirement for UK distributor fund status. Shareholders of a particular Class may elect to apply distributions to the purchase of additional Shares of that Class as set out in the Application Form. Distributions not applied to the purchase of further Shares will be paid by wire transfer to the account of the Shareholder as disclosed in the Application Form or such other account as may be notified in writing to the Transfer Agent by the relevant Shareholder. Distributions, if any, will be made semi-annually within four months of the annual and semi-annual fiscal period.

72 Fees and Expenses ————————————————————————————————————————————————————————————————————————————————————————————————————

INVESTMENT MANAGEMENT FEE The Investment Manager shall be entitled to an investment management fee in relation to each Class of Shares within the Portfolio. The investment management fee shall accrue daily and be payable monthly in arrears at the end of each month. In respect to any Class E Shares and Class S Shares, the Investment Manager shall be entitled to a fee of 0.65% per annum of the Net Asset Value of the Class E Shares and Class S Shares, respectively. In respect to Class M Shares the Investment Manager shall be entitled to a fee of 1.35% per annum of the Net Asset Value attributable to Class M Shares. The Investment Manager shall also be entitled to recover from the Company all out-of-pocket expenses suffered or incurred by the Investment Manager. The Investment Manager may differentiate between Shareholders of the Portfolio by waiving or reducing the management fee charged to certain Shareholders. Any such waiver may be effected by way of a rebate to the relevant Shareholder’s account.

ADMINISTRATION FEES The Administrator is entitled to receive out of the assets of the Portfolio, an annual accounting fee of up to 0.20% of the Net Asset Value of the Portfolio, based on the Net Asset Value of the Portfolio on the last Dealing Day of each month (plus VAT, if any, thereon). This annual accounting fee will accrue daily, be payable by the Company monthly in arrears, and will be subject to a minimum annual accounting fee of US$35,000 per annum. The Administrator is also entitled to receive an annual fee of US$10,000 out of the assets of the Company for general administration services provided by the Administrator to the Company. The Administrator shall be reimbursed, out of the assets of the Portfolio, for all reasonable out-of-pocket expenses such as telex, telephone, postage and stationery and expenses of a similar nature as the Administrator may reasonably incur in the execution of its duties under the terms of the Administration Agreement and including the reasonable costs and expenses incurred by third parties engaged by Administrator in connection with investigations by the Administrator and its agents in determining the fair value of assets in connection with its duty as the calculator of the Net Asset Value of the Company or the Shares in the Company and in connection with the performance of its duties pursuant to the Administration Agreement.

TRANSFER AGENCY FEES The Administrator shall pay, out of its fees, the fees of the Transfer Agent. The Portfolio shall pay, out of its assets, the out-of-pocket expenses of the Transfer Agent.

CUSTODIAN FEES The Custodian is entitled to receive out of the assets of the Portfolio an annual fee of up to 0.05% of the Net Asset Value of the Portfolio, based on the Net Asset Value of the Portfolio on the last Dealing Day of each month. The Custodian is also entitled to be paid, out of the assets of the Portfolio, transaction charges and any sub-custody fees which will be charged at normal commercial rates (plus VAT, if any, thereon). The Custodian’s fees will accrue daily and be payable monthly in arrears. The Custodian shall be reimbursed for all reasonable out-of-pocket or incidental expenses including, but not limited to, the reasonable fees and disbursements of the Custodian’s legal advisers in relation to the ongoing business of the Company, and the amendment or modification of any documentation in relation to the Company, as applicable to the services provided by the Custodian under the Custodian Agreement other than where such an amendment or modification is requested by the Custodian or which is necessary because of an event for which the Custodian is liable pursuant the Custodian Agreement.

DISTRIBUTION FEES The Distributor is entitled to be paid fees charged at normal commercial rates, together with any out-of-pocket expenses, out of the assets of the Portfolio. No such fees are presently charged. Any sub-distributors are generally entitled to the initial sales charge, which can be partly or fully waived at the Company’s discretion. The Company reserves the right to amend or waive sales charges in general or for specific dealers or investors and to make arrangements with particular investors, including issuance of additional Shares at the expense of the Investment Manager that have the effect of lowering the expenses of the Portfolio attributable to their Shares. Certain dealers may offer Shareholders the ability to reinvest any distribution in Shares without payment of a sales charge.

73 SALES CHARGES The Company may levy a sales charge of up to 0.50% of the aggregate subscription amount for each Class of Shares where the aggregate subscription amount for an investor on a Dealing Day (after the deduction of the sales charge and net of all redemptions on the relevant Dealing Day), exceeds 10% of the Net Asset Value of the Portfolio on that Dealing Day. This sales charge, if assessed, will be deducted out of the aggregate subscription amount and paid into the assets of the Portfolio for the purpose of seeking to ensure that dealing costs are fairly apportioned between the Shareholders in the Portfolio. The maximum sales charge that may be levied by the Company on the subscription amount of each Class of Shares on a Dealing Day pursuant to the preceding provisions is 6.25% of the Net Asset Value of the subscription amount of that Class of Shares.

REDEMPTIONS AND EXCHANGES The Company may levy a redemption charge of up to 0.50% of the Net Asset Value of the redemption proceeds of each Class of Shares where the aggregate redemption proceeds in relation to a redemption on a Dealing Day, net of all subscriptions on the relevant Dealing Day, exceeds 10% of the Net Asset Value of the Portfolio on that Dealing Day. This redemption charge will be paid into the assets of the Portfolio for the purpose of seeking to ensure that dealing costs are fairly apportioned between the Shareholders in the Portfolio. The Company may also levy a redemption charge of up to 1.00% of the Net Asset Value of the redemption proceeds of each Class of Shares. This redemption charge will be paid to distributors, which may include Putnam Investments Limited, as distributor. No such charge is currently assessed. The Company may also impose a redemption charge of up to 2.00% if a Shareholder sells or exchanges its Shares within ninety (90) days of their purchase. This fee will be paid directly into the Portfolio and is designed to offset any brokerage commissions, market impact and other costs associated with short term trading. The maximum aggregate redemption charge that may be levied by the Company on redemption proceeds of each Class of Shares on a Dealing Day is 2.00% of the Net Asset Value of the redemption proceeds of that Class of Shares. Anti-dilution levies, as described under the section entitled “Subscriptions” in the Prospectus may be applied to subscriptions, redemptions and exchanges.

MISCELLANEOUS FEES, COSTS AND EXPENSES The Portfolio will also pay certain other fees, costs and expenses incurred in its operation, including without limitation, fees and expenses for legal, auditing and other professional services, registration and filing fees and other expenses due to regulatory, supervisory and fiscal authorities or agencies in various jurisdictions in relation to the obtaining and maintenance of authorisations, registrations or listings of the Portfolio or the Shares or any class of Shares or otherwise and all professional and other fees and expenses in connection therewith and the cost of publication of the Net Asset Value of the Shares and other fees, costs and expenses incurred in connection with the conduct of its business and the offering or promotion of Shares.

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75 Putnam New Flag Euro High Yield plc Putnam Investments Limited® Putnam Investments Limited® International Financial Services Centre Cassini House Niederlassung Deutschland 1 North Wall Quay 57–59 St. James’s Street Herriotstrasse 3 Dublin 1 London SW1A 1LD 60528 Frankfurt am Main Ireland United Kingdom Germany

Tel: 353 1 637 6837 Tel: +44 (0) 20-7907-8200 Tel: +49 (0) 69-677-369-0

Authorised and regulated Authorised and regulated by the Financial Regulator. by the Financial Services Authority.

www.putnam.com

This Web site is not intended for use by investors in certain jurisdictions. Please refer to the Prospectus.

PNF01 257343 7/09