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ENBD REIT (CEIC) Limited (The ‘‘Fund’’) Which Is Registered As a Public Fund with the Dubai Financial Services Authority (‘‘DFSA’’)

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ENBD REIT (CEIC) Limited (The ‘‘Fund’’) Which Is Registered As a Public Fund with the Dubai Financial Services Authority (‘‘DFSA’’) 2MAR201704222995 THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take, you are recommended to seek your own independent financial advice immediately from your stockbroker, bank manager, solicitor, auditor, financial, legal or tax advisor or other appropriately authorised independent financial adviser. This document comprises a prospectus (‘‘Prospectus’’) relating to ENBD REIT (CEIC) Limited (the ‘‘Fund’’) which is registered as a Public Fund with the Dubai Financial Services Authority (‘‘DFSA’’). The Fund is regulated by the DFSA and is governed by, amongst others, the Collective Investment Law No. 2 of 2010 (‘‘CIL’’), the Collective Investment Rules module of the DFSA Rules (‘‘CIR’’), the Markets Law DIFC Law No. 1 of 2012 (the ‘‘Markets Law’’), the Markets Rules module of the DFSA Rules (‘‘Markets Rules’’) and the Dubai International Financial Centre (‘‘DIFC’’) Companies Law No. 2 of 2009 (as amended) (the ‘‘Companies Law’’). The Fund is categorised under the CIL as a Public Fund and the CIR as a Domestic Fund, an Islamic Fund, a Property Fund and a Real Estate Investment Trust (REIT). ENBD REIT (CEIC) LIMITED (a closed-ended investment company with limited liability registered in the DIFC with number 2209) Offer of 94,594,595 Shares and Admission to the Official List of Securities of the DFSA and Admission to trading on Nasdaq Dubai Offer Price: US$ 1.11 per Share This Prospectus relates to the Offer by the Fund Manager for and on behalf of the Fund of 94,594,595 new shares (‘‘New Shares’’), with no par value each in the capital of the Fund (the ‘‘Shares’’). The New Shares are being offered in and from the DIFC pursuant to the Market Rules of the DFSA and Part 7 of the CIR. Prior to the Admission the Fund was re-domiciled from Jersey by way of a distribution in specie of the shares in the Fund to the holders of the Emirates Real Estate Fund (Jersey) share classes of Emirates Funds Limited (‘‘EFL’’), a collective investment fund situated in Jersey (which at the time of the distribution in specie was the sole shareholder of Emirates Real Estate Fund (Jersey)). Prior to the Admission there has been no public market for the Shares. Application has been made to the DFSA for the Shares to be admitted to the Official List of Securities and application has been made to Nasdaq Dubai for the Shares to be admitted to trading on Nasdaq Dubai under the symbol ENBDREIT. It is expected that Admission will become effective and that trading in the Shares will commence on or about 23 March 2017 (the ‘‘Admission Date’’). Payment for and delivery of the Shares is expected to be made through the book entry facilities of the Central Securities Depositary operated by Nasdaq Dubai on or about 23 March 2017 (the ‘‘Closing Date’’). There will be no conditional dealings in the Shares prior to Admission. This Prospectus has been approved by the DFSA. The DFSA does not accept any responsibility for the content of the information included in the Prospectus, including the accuracy or completeness of such information. The liability for the content of this Prospectus lies with the issuer of the Prospectus and other Persons, such as Experts, whose opinions are included in the Prospectus with their consent. The DFSA has also not assessed the suitability of the Securities to which the Prospectus relates to any particular investor or type of investor and has not determined whether they are Shari’a compliant. If you do not understand the contents of this Prospectus, or are unsure whether the Securities to which the Prospectus relates are suitable for your individual investment objectives and circumstances, you should consult an authorised financial advisor. Nasdaq Dubai accepts no responsibility for the contents of this Prospectus, makes no representations as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon any part of the contents of this Prospectus. Investing in the Shares involves significant risks. Investors should read this document in its entirety. In particular, your attention is drawn to the ‘‘Risk Factors’’ section of this Prospectus for a discussion of the risks that should be considered in connection with any investment in the Shares. The distribution of this Prospectus in certain jurisdictions may be restricted by law. Accordingly, neither this Prospectus nor any advertisement may be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession this Prospectus comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This Prospectus does not constitute or form part of any offer or invitation to sell or issue, or a solicitation of an offer to buy or subscribe to Shares or other securities in any jurisdiction in which such offer or solicitation is unlawful. In particular, this Prospectus is not for distribution in or into the United States, Canada, Australia, Qatar, the Republic of Ireland, Kuwait, the Republic of South Africa or Japan or to any US persons (‘‘US Persons’’) as defined in Regulation S (‘‘Regulation S’’) under the US Securities Act of 1933, as amended (the ‘‘US Securities Act’’). The Shares have not been and will not be registered under the US Securities Act, or under the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States, or to, or for the account or benefit of, US Persons. The Shares are being offered and sold only to non-US Persons outside the United States in reliance on Regulation S under the US Securities Act. The Shares have not been and will not be registered under the securities laws of Canada, Australia, Qatar, the Republic of Ireland, Kuwait, the Republic of South Africa or Japan. Accordingly, the Shares may not, subject to certain exceptions, be offered or sold, directly or indirectly in or into Canada, Australia, Qatar, the Republic of Ireland, Kuwait, the Republic of South Africa or Japan or to any national, citizen or resident of Canada, Australia, Qatar, the Republic of Ireland, Kuwait, the Republic of South Africa or Japan. For a description of these and certain further restrictions on offers, sales and transfers of the Shares and the distribution of this Prospectus, please refer to the ‘‘Important Information about this Prospectus’’ and ‘‘Selling and Transfer Restrictions’’ sections in this Prospectus. No person has been authorised to give any information or make any representations other than those contained in this Prospectus and, if given or made, such information or representations must not be relied upon as having been so authorised by the Fund or the Directors. The Fund will comply with its obligation to publish a supplementary prospectus containing further updated information if so required by law or by any regulatory authority but assumes no further obligation to publish additional information. Each of Emirates NBD Capital Limited (‘‘EMCAP’’), as Listing Advisor and EFG Hermes UAE Limited (‘‘EFG’’) and EMCAP as Joint Global Coordinators and Joint Bookrunners (together the ‘‘Banks’’), is acting solely for the Fund Manager and no one else in connection with the Admission and will not regard any other person (whether or not a recipient of this document) as its client in relation to the Admission and will not be responsible to anyone other than the Fund Manager for providing the protections afforded to its clients nor for providing advice in connection with the Admission or any other matter referred to in this document. The Banks make no representation or warranty, express or implied, as to the accuracy or completeness of the information contained in this Prospectus, including the suitability of the Shares for any particular investor, and nothing contained in this Prospectus is, or should be relied upon as, a promise or representation by the Banks or their respective affiliates or advisors. This Prospectus has been approved by the Fund’s Shari’a Supervisory Board. EMIRATES NBD CAPITAL LIMITED EFG HERMES UAE LIMITED Joint Global Coordinator Joint Global Coordinator Joint Bookrunner and Listing Advisor Joint Bookrunner SHUAA CAPITAL PSC Co-Lead Manager Khalij Islamic Shari’a Advisor to the Fund This Prospectus is dated 20 March 2017 IMPORTANT INFORMATION ABOUT THIS PROSPECTUS This Prospectus, including the financial information and the appendices included herein, comprises a prospectus relating to the Fund prepared by the Fund Manager in accordance with the CIL, CIR and the Markets Rules for the purpose of giving information with regard to the Fund in connection with the offering of the Shares and application for admission of the Shares to the Official List and the application to Nasdaq Dubai for the admission of the Shares to trading on Nasdaq Dubai. Accordingly, this Prospectus has been approved by the DFSA (as the competent authority in the DIFC) as an ‘‘approved prospectus’’ pursuant to Article 14 of the DIFC Law No. 1 of 2012 (as amended) (the ‘‘Markets Law’’) and has been filed with the DFSA. To the best of the knowledge and belief of each of the Directors and Fund Manager (together, the ‘‘Responsible Persons’’) this Prospectus complies with the CIL, the CIR and the Market Rules and the Responsible Persons accept responsibility for the information contained in this Prospectus. The information contained in this Prospectus is, to the best of the knowledge of the Responsible Persons (who have taken all reasonable care to ensure that such is the case), in accordance with the facts and contains no omissions likely to affect its import.
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