The Directors whose names appear on page iv 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 import of such information. LAZARD GLOBAL INVESTMENT MANAGEMENT CCF An open-ended umbrella common contractual fund established as an undertaking for collective investment in transferable securities under the laws of Ireland pursuant to the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011, as amended PROSPECTUS for GLOBAL AGRIBUSINESS FUND LAZARD BOTTOM BILLION FUND GLOBAL THEMATIC EQUITY FUND* 19 February 2021 ____________________________________________________________________________________ Distribution of this document is not authorised unless it is accompanied by a copy of the latest audited annual report and accounts or semi-annual unaudited report and accounts of the CCF. Such report and this document shall together form the Prospectus of the CCF. Investors should note that the auditor’s report in the CCF’s annual report is made only to the CCF and the Unitholders at the date of the auditor’s report. This Prospectus has been prepared solely for the offering of Units in the CCF and may not be used or reproduced for any other purpose. This Sub-Fund is not open to subscriptions and is in the process of being terminated. AC#5315960.92 NOTICES THIS DOCUMENT CONTAINS IMPORTANT INFORMATION ABOUT THE CCF AND SHOULD BE READ CAREFULLY BEFORE INVESTING. IF YOU HAVE QUESTIONS OR CONCERNS ABOUT THE CONTENTS OF THIS PROSPECTUS OR THE SUITABILITY OF AN INVESTMENT IN THE CCF FOR YOUR PARTICULAR CIRCUMSTANCES YOU SHOULD CONSULT YOUR STOCKBROKER, BANK MANAGER, LEGAL ADVISER, ACCOUNTANT OR OTHER FINANCIAL ADVISER. Certain terms used in this Prospectus are defined in the section of this Prospectus entitled “Definitions”. Central Bank Authorisation The CCF has been authorised by the Central Bank as a UCITS within the meaning of the UCITS Regulations. The authorisation of the CCF is not an endorsement or guarantee of the CCF by the Central Bank nor is the Central Bank responsible for the contents of this Prospectus. Authorisation of the CCF by the Central Bank does not constitute a warranty by the Central Bank as to the performance of the CCF and the Central Bank shall not be liable for the performance or default of the CCF or of any Sub-Fund. Investment Risks There can be no assurance that a Sub-Fund will achieve its investment objective. It should be appreciated that the value of Units may go down as well as up. An investment in a Sub-Fund involves investment risks, including possible loss of the entire amount invested. The capital appreciation and income of a Sub-Fund are based on the capital appreciation and income on the investments it holds, less expenses incurred. Therefore, a Sub-Fund’s return may be expected to fluctuate in response to changes in such capital appreciation or income. In view of the fact that a subscription fee of up to 5% of the subscription monies and an Anti-Dilution Levy on subscriptions and redemptions may be payable, the difference at any one time between the subscription and redemption price of Units means that the investment should be viewed as medium to long-term. Distribution and Selling Restrictions The distribution of this Prospectus and the offering or purchase of the Units may be restricted in certain jurisdictions. No persons receiving a copy of this Prospectus or the accompanying subscription agreement in any such jurisdiction may treat this Prospectus or such subscription agreement as constituting an invitation to them to subscribe for Units, nor should they in any event use such subscription agreement, unless in the relevant jurisdiction such an invitation could lawfully be made to them and such subscription agreement could lawfully be used without compliance with any registration or other legal requirements. Accordingly, this Prospectus does not constitute an offer or solicitation by 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. As noted above, it is the responsibility of any persons in possession of this Prospectus and any persons wishing to apply for Units pursuant to this Prospectus to inform themselves of, and to observe, all applicable laws and regulations of any relevant jurisdiction. Prospective applicants for Units should inform themselves as to the legal requirements of so applying and any applicable foreign exchange restrictions or exchange control regulations and taxes in the countries of their respective citizenship, residence, i incorporation or domicile that may be relevant to the subscription, purchase, holding, exchange, redemption or disposal of Units. U.S. THE UNITS OFFERED HEREBY HAVE NOT BEEN APPROVED OR DISAPPROVED BY ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR OTHER JURISIDICTION IN THE UNITED STATES OR BY THE SEC, NOR HAS ANY SUCH AUTHORITY OR COMMISSION PASSED ON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. THE UNITS OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE 1933 ACT, OR ANY OTHER RELEVANT U.S. SECURITIES LAWS OR OTHER LAWS, AND, SINCE THEY WILL BE OFFERED ONLY TO A LIMITED NUMBER OF QUALIFIED INVESTORS IN THE U.S., IT IS ANTICIPATED THAT THEY WILL BE EXEMPT FROM THE REGISTRATION PROVISIONS OF SUCH ACT UNDER SECTION 4(A)(2) OF THE 1933 ACT AND RULE 506 OF REGULATION D THEREUNDER. NEITHER THE CCF NOR ANY SUB-FUND WILL BE REGISTERED AS AN INVESTMENT COMPANY UNDER THE 1940 ACT, IN RELIANCE ON ONE OR MORE EXCLUSIONS OR EXEMPTIONS THEREUNDER AND THEREFORE UNITHOLDERS WILL NOT BE ENTITLED TO THE BENEFITS AND PROTECTIONS OF THAT ACT. NEITHER THE CCF NOR ANY SUB-FUND WILL BE SUBJECT TO THE SECURITIES LAWS OF ANY U.S. STATE. UNITS WILL BE OFFERED AND SOLD OUTSIDE OF THE U.S. IN ACCORDANCE WITH REGULATION S UNDER THE 1933 ACT. THE TRANSFER OF UNITS IN A SUB-FUND IS NOT PERMITTED. HOWEVER, UNITS MAY BE REDEEMED IN ACCORDANCE WITH THE PROCEDURES DESCRIBED HEREIN. THESE OFFERING MATERIALS ARE SUBMITTED IN CONNECTION WITH THE PRIVATE PLACEMENT OF UNITS OF THE SUB-FUNDS AND DO NOT CONSTITUTE AN OFFER OR SOLICITATION BY ANYONE IN ANY JURISDICTION IN WHICH SUCH AN OFFER OR SOLICITATION IS NOT AUTHORIZED OR IN WHICH THE MAKING OF SUCH AN OFFER OR SOLICITATION WOULD BE UNLAWFUL. IN ADDITION, THESE OFFERING MATERIALS CONSTITUTE AN OFFER TO AN ELIGIBLE US PERSON ONLY IF A NAME AND IDENTIFICATION NUMBER APPEAR IN THE APPROPRIATE SPACES PROVIDED HEREIN. ANY REPRODUCTION OR DISTRIBUTION OF THESE OFFERING MATERIALS, IN WHOLE OR IN PART, OR THE DIVULGENCE OF ANY OF THEIR CONTENTS WITHOUT THE PRIOR WRITTEN CONSENT OF THE MANAGER, IS PROHIBITED. BY ACCEPTING THESE OFFERING MATERIALS THE RECIPIENT AGREES TO RETURN THE OFFERING MATERIALS TO THE MANAGER PROMPTLY UPON DELIVERY OF UPDATED OFFERING MATERIALS, UPON REACHING A DECISION NOT TO SUBSCRIBE OR IF SUCH SUBSCRIPTION IS NOT ACCEPTED BY THE MANAGER. -ii- Marketing Rules Units are offered only on the basis of the information contained in the current Prospectus and, as appropriate, the latest audited annual report and accounts and any subsequent semi-annual unaudited report and accounts. However, Unitholders should note that the audited financial statements contained in the annual report are presented to the Unitholders as a body at the date of the audited financial statements and the auditors do not accept liability to any other party in respect of such financial statements. Any further information or representation given or made by any dealer, salesman or other person should be disregarded and accordingly should not be relied upon. This Prospectus supersedes any prior statements or other offering material made or provided in connection with the offering. With respect to any statements which are inconsistent with this Prospectus, the terms and provisions of this Prospectus shall govern. Neither the delivery of this Prospectus nor the offer, issue or sale of Units shall, under any circumstances, constitute a representation that the information given in this Prospectus is correct as of any time subsequent to the date of this Prospectus. Statements made in this Prospectus are based on the law and practice currently in force in Ireland and are subject to changes therein. The descriptions contained in this Prospectus of any document or agreement are summaries only. Such summaries are qualified in their entirety by reference to the actual agreements, copies of which will be furnished to prospective investors upon request. In the event that any terms or provisions of this Prospectus are inconsistent with or contrary to the terms or provisions of any actual agreement, the terms and provisions of such agreement shall govern. The distribution of this Prospectus in some jurisdictions may require the translation of this Prospectus into languages specified by the regulatory authorities of those jurisdictions, As a result, this Prospectus may be translated into other languages provided that any such translation shall be a direct translation of the English text. In the event of any inconsistency or ambiguity in relation to the meaning of any word or phrase in translation, the English text shall prevail and all disputes as to the terms thereof shall be governed by, and construed in accordance with, the law of Ireland. Translations shall contain only the same information as is herein contained and the translations shall have the same meaning as in this Prospectus.
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