Resolution Capital Ucits Common Contractual Fund
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RESOLUTION CAPITAL UCITS COMMON CONTRACTUAL FUND An Open-Ended Umbrella Common Contractual Fund established under the laws of Ireland pursuant to the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 (as amended) and Central Bank (Supervision & Enforcement) Act 2013 (Section 48(1)) (Undertakings for Collective Investment in Transferable Securities) Regulations 2019. ANNUAL REPORT AND AUDITED FINANCIAL STATEMENTS For the financial year ended 30 June 2019 Resolution Capital UCITS Common Contractual Fund Contents Page Directory 2 Background to the Common Contractual Fund 3 Statement of Manager’s Responsibilities 5 Report of the Depositary to the Unitholders 6 Independent Auditors’ Report 7 Investment Manager’s Report 9 Schedule of Investments 11 Statement of Financial Position 13 Statement of Comprehensive Income 14 Statement of Changes in Net Assets Attributable to Redeemable Participating Unitholders 15 Statement of Cash Flows 16 Notes to the Financial Statements 17 Statement of Portfolio Changes (Unaudited) 33 Supplementary Information (Unaudited) 35 1 Resolution Capital UCITS Common Contractual Fund Directory Directors of the Manager Administrator Mr. Mike Kirby (Ireland) State Street Fund Services (Ireland) Limited Mr. Peadar De Barra (Ireland) 78 Sir John Rogerson’s Quay Mr. John Oppermann* (Ireland) Dublin 2 Ms. Samantha McConnell* (Ireland) Ireland *Independent Directors Distributor, Investment Manager and Promoter Secretary of the Manager Resolution Capital Limited Clifton Fund Consulting Limited (trading as KB Level 38 Associates) Australia Square Tower, 264 George Street 5 George's Dock Sydney International Financial Services Centre NSW 2000 Dublin 1 Australia Ireland Depositary Independent Auditors State Street Custodial Services (Ireland) Limited PricewaterhouseCoopers 78 Sir John Rogerson’s Quay One Spencer Dock Dublin 2 North Wall Quay Ireland Dublin 1 Ireland Irish Legal Advisers UK Facilities Agent A&L Goodbody KB Associates Consulting (UK) LLP 25/28 North Wall Quay 42 Brook Street International Financial Services Centre London W1K 5DB Dublin 1 United Kingdom Ireland Manager KBA Consulting Management Limited 5 George's Dock International Financial Services Centre Dublin 1 Ireland 2 Resolution Capital UCITS Common Contractual Fund Background to the Common Contractual Fund The following information is derived from and should be read in conjunction with the full text and definition section of the Prospectus (the “Prospectus”). A copy of the Prospectus is available, free of charge from the Manager. Resolution Capital UCITS Common Contractual Fund (the “CCF”) is an open-ended umbrella common contractual fund constituted by a Deed of Constitution governed by the laws of Ireland. The CCF was constituted on 29 October 2015 by the Deed of Constitution entered into by KBA Consulting Management Limited (the “Manager”) and State Street Custodial Services (Ireland) Limited (the “Depositary”). As such, the CCF is not an incorporated entity and does not have a separate legal personality. Instead, it is simply a description of a form of undivided co-ownership by contractual arrangement whereby persons who acquire units and become legal unitholders in the CCF will have co- ownership rights to the property of the relevant Sub-Fund of the CCF and the income that is derived from such property. The CCF is authorised and regulated by the Central Bank of Ireland (the “Central Bank”) under the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 (as amended) and the Central Bank’s (Supervision and Enforcement) Act 2013 (Section 48(1)) (Undertakings for Collective Investment in Transferable Securities) Regulations 2019 (collectively the “UCITS Regulations”). The CCF is structured as an umbrella common contractual fund. Units representing interests in different sub-funds may be issued from time to time by the Directors of the Manager. Units of more than one class may be issued in relation to a sub-fund. All units of each class will rank pari passu as provided for in the relevant supplement to the Prospectus. As an umbrella CCF with segregated liability between its sub-funds, the Directors of the Manager may create different sub-funds from time to time. At present the CCF has one active sub-fund, the Resolution Capital Global Property Securities CCF (the “Sub-Fund”), which has three classes of units, namely Class A (USD), Class G (CAD) and Class H (CAD) currently in issue. The Sub-Fund commenced trading on 3 December 2015. The base currency of the CCF and the functional currency of the Sub-Fund is US Dollars (“USD”). Investment Objectives and Policies Please refer to the relevant supplement to the Prospectus for the full objectives and policies. Resolution Capital Global Property Securities CCF The investment objective of the Sub-Fund is to achieve an annual total return that exceeds the total return of the FTSE EPRA/NAREIT Developed Index NET TRI (the “Benchmark”) after fees measured on a rolling three year basis. The Sub-Fund will primarily invest in global listed real estate investment trusts (“REITs”) and property related equity securities (i.e. equity securities which derive a significant portion of their revenue from property related activities) listed on key exchanges globally (hereinafter referred to as equities). The Sub- Fund’s investments provide exposure to a range of underlying property types from around the world including, office buildings, shopping centres, industrial warehouses, residential communities, hotels, self- storage and healthcare facilities. While the Sub-Fund will invest in equities that derive most of their returns from rental income, the Sub-Fund may also have exposure to companies which undertake activities such as real estate development, real estate construction, contracting and funds management activities. 3 Resolution Capital UCITS Common Contractual Fund Background to the Common Contractual Fund (continued) Net Asset Value and Valuation of Assets The Net Asset Value (“NAV”) of the Sub-Fund is calculated by the Administrator as at the Valuation Point for each Dealing Day by valuing the assets of the Sub-Fund and deducting therefrom the liabilities of the Sub-Fund. The NAV of a Sub-Fund divided by the number of units of the relevant Sub-Fund in issue as at the relevant Valuation Point (where the resulting figure is rounded to two decimal places) is equal to the NAV of a unit of the relevant Sub-Fund. Where there is more than one class in issue in a Sub- Fund, the NAV per unit of the relevant class is calculated by determining that proportion of the NAV of the relevant Sub-Fund which is attributable to the relevant class at the Valuation Point, and by dividing this sum by the total number of units of the relevant class in issue at the relevant Valuation Point (which is set out in the supplement to the Prospectus for the relevant Sub-Fund). The price at which units of any class will be issued or redeemed on a Dealing Day, after the initial issue, is based on the NAV per unit or NAV per unit of a relevant class (where there is more than one class in issue in a Sub-Fund). Gross Income Policy The Manager may, if it thinks fit, pay the Gross Income (as defined in the Prospectus of the CCF) of a Sub-Fund to unitholders of that Sub-Fund who are registered in the register of unitholders as of the Gross Income Date, as defined in the Prospectus, on a pro rata basis. It is not currently the Manager's intention to make any such payments. 4 PWC Independent auditors' report to the unitholders of Resolution Capital UCITS Common Contractual Fund Report on the audit of the financial statements Opinion In our opinion, Resolution Capital UCITS Common Contractual Fund's financial statements: • give a true and fair view of the Common Contractual Fund's assets, liabilities and financial position as at 30 June 2019 and of its results and cash flows for the year then ended; • have been properly prepared in accordance with International Financial Reporting Standards ("IFRSs") as adopted by the European Union; and • have been properly prepared in accordance with the requirements of the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 (as amended). We have audited the financial statements, included within the Annual Report and Audited Financial Statements, which comprise: • the Statement of Financial Position as at 30 June 2019; • the Statement of Comprehensive Income for the year then ended; • the Statement of Cash Flows for the year then ended; • the Statement of Changes in Net Assets Attributable to Redeemable Participating Unitholders for the year then ended; • the Schedule of Investments as at 30 June 2019; and • the notes to the financial statements, which include a description of the significant accounting policies. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (Ireland) ("ISAs (Ireland)") and applicable law. Our responsibilities under ISAs (Ireland) are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Ii cJepiicic;i 'C' We remained independent of the Common Contractual Fund in accordance with the ethical requirements that are relevant to our audit of the financial statements in Ireland, which includes IAASA's Ethical Standard,