ENACTING TERMS

Paragraphs 01 - 04

Paragraphs 05 - 11

Paragraphs 20 - 27

Paragraphs 28 - 35

Paragraphs 36 - 45

Paragraphs 46 - 52

Paragraphs 53 - 58

Paragraphs 59 - 64

Paragraphs 65 - 71

Paragraphs 72 - 79

Paragraphs 80 - 84

Paragraphs 85 - 91

Paragraphs 92 - 95

CHAPTER 1 - GENERAL PROVISIONS 

Article 1 - Subject matter

Article 2 - Scope

Article 3 - Exceptions

Article 4 - Definitions

Article 5 - Determination of the AIFM

  CHAPTER 2 - AUTHORISATION OF AIFMs

Article 6 - Conditions for taking up activities as AIFM

Article 7 - Application for authorisation

Article 8 - Conditions for granting authorisation

Article 9 - Initial capital and own funds

Article 10 - Changes in the scope of the authorisation

Article 11 - Withdrawal of the authorisation

CHAPTER 3 - OPERATING CONDITIONS FOR AIFMs

Section 1- General requirements

Article 12 - General principles

Article 13 - Remuneration

Article 14 - Conflicts of interest

Article 15 - Risk Management

Article 16 - Liquidity management

Article 17 - Investment in securitisation positions

Article 18 - General principles

Article 19 - Valuation

Section 3 - Delegation of AIFM functions

Article 20 - Delegation

Section 4 - Depositary

Article 21 - Depositary

CHAPTER 4 - TRANSPARENCY REQUIREMENTS

Article 22 - Annual Report

Article 23 - Disclosure to investors

Article 24 - Reporting obligations to competent authorities

CHAPTER 5 - AIFMs MANAGING SPECIFIC TYPES OF AIF

Section 1-  AIFMs managing leveraged AIFs

Article 25 - Use of information by competent authorities, supervisory cooperation and limits to leverage

Section 2 - Obligations for AIFMs managing AIFs which acquire control of non-listed companies and issuers

Article 26 - Scope

Article 27 - Notification of the acquisition of major holdings and control of non-listed companies

Article 28 - Disclosure in case of acquisition of control

Article 29 - Specific provisions regarding the annual report of AIFs exercising control of non-listed companies

Article 30 - Asset stripping

CHAPTER 6 - RIGHTS OF EU AIFMs TO MARKET AND MANAGE EU AIFs IN THE UNION

Article 31 - Marketing of units or shares of EU AIFs in the home Member State of the AIFM

Article 32 - Marketing of units or shares of EU AIFs in Member States other than in the home Member State of the AIFM

Article 33 - Conditions for managing EU AIFs established in other Member States

CHAPTER 7 - SPECIFIC RULES IN RELATION TO THIRD COUNTRIES

Article 34 - Conditions for EU AIFMs which manage non-EU AIFs which are not marketed in Member States

Article 35 -  Conditions for the marketing in the Union with a passport of a non-EU AIF managed by an EU AIFM

Article 36 - Conditions for the marketing in Member States without a passport of non-EU AIFs managed by an EU AIFM

Article 37 - Authorisation of non-EU AIFMs intending to manage EU AIFs and/or market AIFs managed by them in the Union in accordance with Article 39 or 40

Article 38 - Peer review of authorisation and supervision of non-EU AIFMs

Article 39 - Conditions for the marketing in the Union with a passport of EU AIFs managed by a non-EU AIFM

Article 40 - Conditions for the marketing in the Union with a passport of non-EU AIFs managed by a non-EU AIFM

Article 41 - Conditions for managing AIFs established in Member States other than the Member State of reference by non- EU AIFMs

Article 42 - Conditions for the marketing in Member States without a passport of AIFs managed by a non-EU AIFM

CHAPTER 8 - MARKETING TO RETAIL INVESTORS

Article 43 - Marketing of AIFs by AIFMs to retail investors

CHAPTER 9 - COMPETENT AUTHORITIES

SECTION 1 - Designation, powers and redress procedures

Article 44 - Designation of competent authorities

Article 45 - Responsibility of competent authorities in Member States

Article 46 - Powers of competent authorities

Article 47 - Powers and competences of ESMA

Article 48 - Administrative penalties

Article 49 - Right of appeal

SECTION 2 - Cooperation between different competent authorities

Article 50 - Obligation to cooperate

Article 51 - Transfer and retention of personal data

Article 52 - Disclosure of information to third countries

Article 53 - Exchange of information relating to the potential systemic consequences of AIFM activity

Article 54 - Cooperation in supervisory activities

Article 55 - Dispute settlement

CHAPTER 10 - TRANSITIONAL AND FINAL PROVISIONS

Article 56 - Exercise of the delegation

Article 57 - Revocation of the delegation

Article 58 - Objections to delegated acts

Article 59 - Implementing measures

Article 60 - Disclosure of derogations

Article 61 - Transitional provisions

Article 62 - Amendments to Directive 2003/41/EC

Article 63 - Amendments to Directive 2009/65/EC

Article 64 - Amendment to Regulation (EC) No 1060/2009

Article 65 - Amendment to Regulation (EU) No 1095/2010

Article 66 - Transposition

Article 67 - Delegated act on the application of Article 35 and Articles 37 to 41

Article 68 -  Delegated act on the termination of the application of Articles 36 and 42

Article 69 - Review

Article 70 - Entry into force

Article 71 - Addressees

ANNEX 1

ANNEX 2 - REMUNERATION POLICY

ANNEX 3 - DOCUMENTATION AND INFORMATION TO BE PROVIDED IN CASE OF INTENDED MARKETING IN THE HOME MEMBER STATE OF THE AIFM

ANNEX 4 - DOCUMENTATION AND INFORMATION TO BE PROVIDED IN THE CASE OF INTENDED MARKETING IN MEMBER STATES OTHER THAN THE HOME MEMBER STATE OF THE AIFM

Table of Contents

THE ALTERNATIVE INVESTMENT FUND MANAGERS AND RELATED MATTERS LAW OF 2013

PART Ι – INTRODUCTORY PROVISIONS

Section 1 - Summary title 

Section 2 - Interpretation.

Section 3 - General scope of application of this Law.

Section 4 - Specific scope of application of this Law.

Section 5 - Definition of AIFM.

PART ΙΙ – AUTHORISATION OF AIFMs

Section 6 - Conditions for taking up activities as AIFM in the Republic.

Section 7 - Application for authorisation.

Section 8 - Conditions for granting authorisation.

Section 9- Initial capital and own funds.

Section 10 - Changes in the scope of the authorisation.

Section 11 - Suspension of the authorisation.

Section 12 - Withdrawal of the authorisation.

PART ΙΙΙ – OPERATING CONDITIONS FOR AIFMs

CHAPTER 1 - General Requirements

Section 13 - General Principles.

Section 14 - Remuneration.

Section 15 - Conflicts of interest.

Section 16 - Risk management.

Section 17 - Liquidity management.

CHAPTER 2 - Organisational Requirements

Section 18 - Procedures, arrangements and mechanisms applied by AIFMs.

Section 19 - Valuation.

CHAPTER 3 - Delegation of AIFM functions

Section 20 - Delegation of AIFM functions.

Section 21 - Sub - delegation of AIFM functions.

Section 22 - Liability of the AIFM in case of delegation or sub-delegation.

CHAPTER 4 - AIF Depositary

Section 23 - Appointment of AIF depositary.

Section 24 - Duties of AIF depositary.

Section 25 - Obligations of the AIFM and the depositary when performing their duties.

Section 26 - Delegation of duties by the AIF Depositary to third party.

Section 27 - Depositary liability.

Section 28 - Information obtained by the Depositary.

PART IV – TRANSPARENCY REQUIREMENTS

Section 29 - Annual Report

Section 30 - Disclosure to investors.

Section 31 - Reporting obligations to the Commission.

PART V – AIFMs MANAGING SPECIFIC TYPES OF AIF

CHAPTER 1 - AIFMs managing leveraged AIFs

Section 32 - Use of information by the Commission, supervisory cooperation and limits to leverage.

CHAPTER 2 - Obligations of AIFMs managing AIFs which acquire control of non-listed companies and issuers

Section 33 - Scope of application of this Chapter.

Section 34 - Notification of acquisition of major holdings and control of non-listed companies.

Section 35 - Disclosure in case of acquisition of control.

Section 36 - Specific provisions regarding the annual report of AIFs exercising control of non-listed companies.

Section 37 - Asset stripping.

PART VI – RIGHTS OF AIFMs TO MANAGE AND MARKET EU AIFs IN THE UNION

Section 38 - Marketing of units of EU AIFs in the Republic by an AIFM of the Republic.

Section 39 - Marketing of units of EU AIFs in a Member State other than the Republic by an AIFM of the Republic.

Section 40 - Marketing of units of EU AIFs in the Republic managed by an AIFM of another Member State.

Section 41 - Conditions for managing EU AIFs established in a Member State other than the Republic by an AIFM of the Republic.

Section 42 - Conditions for managing AIFs established in the Republic by an AIFM of another Member State.

PART VII – SPECIFIC RULES IN RELATION TO THIRD COUNTRIES

Section 43 - Conditions for AIFMs of the Republic which manage non-EU AIFs, which are not marketed in Member States.

Section 44 - Conditions for the marketing in the Republic, with a passport, of non-EU AIFs managed by an AIFM of the Republic.

Section 45 - Conditions for the marketing in the Republic, with a passport, of non-EU AIFs managed by an AIFM of a Member State other than the Republic.

Section 46 - Complementary provisions to sections 44 and 45.

Section 47 - Conditions for the marketing in the Republic, without a passport, of non-EU AIFs managed by an AIFM of the Republic.

Section 48 - Conditions for the marketing in the Republic, without a passport, of non-EU AIFs managed by an AIFM of a Member State other than the Republic.

Section 49 - Authorisation and specific obligations for non-EU AIFMs intending to manage AIFs of the Republic or of another Member State and/or market their units in the Republic or in another Member State.

Section 50 - Determining the Republic as Member State of reference of a non-EU AIFM.

Section 51 - Authorisation of a non-EU AIFM from the Commission when the Republic has been determined as the Member State of reference.

Section 52 - Additional conditions for authorisation of a non-EU AIFM by the Commission.

Section 53 - Notification to ESMA for any exemptions granted from compliance with certain provisions of this Law.

Section 54 - Notification to ESMA for the authorisations granted and for the applications for authorisation that have been rejected regarding non-EU AIFMs.

Section 55 - Change in the business strategy of a non-EU AIFM which affects the determination of the Member State of reference.

Section 56 - Applicable Law in case of disputes arising regarding the application of sections 49 to 55.

Section 57 - Issue of directives.

Section 58 - Rejection of request to exchange of information.

Section 59 - Conditions for the marketing in the Republic, with a passport, of EU AIFs managed by non-EU AIFM, when the Member State of reference of the AIFM is the Republic.

Section 60 - Conditions for the marketing in a Member State other than the Republic, with a passport, of EU AIFs managed by a non-EU AIFM, when the Member State of reference of the AIFM is the Republic.

Section 61 - Conditions for the marketing in the Republic, with a passport, of EU AIFs managed by a non-EU AIFM, when the member state of reference of the AIFM is other than the Republic.

Section 62 - Conditions for the marketing in the Republic or in another Member State, with a passport, of non-EU AIFs managed by a non-EU AIFM, when the Member State of reference of the AIFM is the Republic.

Section 63 - Conditions for the marketing in the Republic, with a passport, of non-EU AIFs managed by non-EU AIFM, when the Member State of reference of the AIFM is a Member State other than the Republic.

Section 64 - Conditions for managing AIFs established in a Member State other than the Republic, when the Republic is the member state of reference, by non-EU AIFMs.

Section 65 - Conditions for managing AIFs established in the Republic by non-EU AIFMs, when the Member State of reference of the AIFM is other than the Republic.

Section 66 - Conditions for the marketing in the Republic of AIFs managed by non-EU AIFMs, without a passport.

PART VIII – MARKETING OF UNITS OF AIFs TO RETAIL INVESTORS IN THE REPUBLIC

Section 67 - Marketing of units of AIFs by AIFMs to retail investors in the Republic.

Section 68 - Disclosures to European Commission and ESMA regarding the marketing of AIFs to retail investors in the Republic.

PART ΙΧ – SUPERVISION RULES

CHAPTER 1 - Designation, powers and redress procedures

Section 69 - Designation of competent authority.

Section 70 - Responsibilities of the Commission and the competent authorities of the home and host Member State of the AIFM.

Section 71 - Powers of the Commission.

Section 72 - Obligations of the Commission to ESMA and to other authorities.

Section 73 - Fees and annual contributions.

Section 74 - Administrative penalties.

Section 75 - False statements and withholding of information, criminal penalties and civil liability.

Section 76 - Justification of the Commission’s decisions.

CHAPTER 2 - Cooperation of the Commission with the competent authorities of other Member States

Section 77 - Obligation of the Commission to cooperate with the competent authorities of the other Member States, with ESMA and the ESRB.

Section 78 - Transfer and retention of personal data.

Section 79 - Disclosure of information to third countries.

Section 80 - Exchange of information relating to the potential systemic consequences of AIFM activity.

Section 81 - Cooperation in supervisory activities.

Section 82 - Dispute settlement.

PART Χ – TRANSFER OF REGISTERED OFFFICE OF AN AIFM FROM AND TO THE REPUBLIC

Section 83 - Transfer of registered office of an AIFM from and to the Republic.

PART ΧΙ – PROVISIONS REGARDING TAXES AND CONTRIBUTIONS

Section 84 - Taxes and contributions.

PART ΧΙΙ – FINAL AND TRANSITIONAL PROVISIONS

Section 85 - Disclosure of derogations from the provisions of the Directive 2011/61/ΕU.

Section 86 - Disclosure of information to ESMA and the European Commission.

Section 87 - Derogations and transitional provisions.

Section 88 - Entry into force.

Table of Contents

PART Ι: INTRODUCTORY PROVISIONS

[01] Short title.

[02] Interpretations.

[03] Scope of application of this Law.

PART ΙΙ: PROVISIONS REGARDING THE ALTERNATIVE INVESTMENT FUNDS

Chapter 1: General characteristics and distinctions of AIFs

[04] AIF legal forms and use of the AIF designation.

[05] Conversion of AIF.

[06] AIF management.

[07] Open-ended or closed-ended AIF.

[08] Listing of AIF units in a secondary market.

[09] Umbrella AIF.

[10] Conversion of AIF to umbrella AIF and vice versa.

[11] Possibility of conversion of an AIF’s legal form.

Chapter 2: Authorisation of an AIF

[12] Submission of application for authorisation of an AIF and amendments to the data submitted.

[13] Granting AIF authorisation.

Chapter 3: Common provisions regarding the organisation and operation of AIFs

[14] Retention of minimum assets.

[15] Investment policy.

[16] Risk management.

[17] Conflicts of interest.

[18] Liquidity management.

[19] Remuneration policies.

[20] Valuation.

[21] Management and conduct of business.

[22] AIF transactions.

Chapter 4: AIF administration

[23] Delegation of administration function

Chapter 5: AIF external manager

[24] Organisation and operations of the external manager.

[25] Resignation and replacement of the external manager.

Chapter 6: AIF depositary

[26] Appointment of AIF Depositary.

[27] Depositary tasks and obligations.

[28] Delegation of depositary tasks.

[29] Specific tasks of the depositary.

[30] Depositary liability.

[31] Independence between the depositary and the external manager of the AIF.

[32] Resignation of the depositary.

[33] Replacement of the depositary.

[34] Termination of the appointment of the depositary.

Chapter 7: Subscriptions and redemptions of AIF units

[35] AIF units.

[36] Rules for the marketing of AIF units.

[37] Issue of free-of-charge AIF units.

[38] Disclosure to investors regarding the net asset value and the subscription or redemption price of AIF units.

[39] Marketing of AIF units to professional investors in the Republic.

[40] Marketing of AIF units to retail and well informed investors in the Republic.

[41] Marketing of AIF units to another member state or third country.

[42] Redemption or repurchase of AIF units.

[43] Suspension of the redemption or repurchase of AIF units.

[44] Prohibition of issuance, redemption and repurchase of AIF units.

Chapter 8: Special provisions

Part 1 - Common fund

[45] General provisions regarding a common fund.

[46] Unitholders’ Register of the common fund.

[47] Joint unitholders of the common fund.

[48] Confirmation of participation into a common fund.

[49] Transfer of common fund units.

[50] Pledge of common fund units.

[51] Common fund rules.

[52] Dissolution and liquidation of the common fund.

[53] Withdrawal of common fund authorisation.

Part 2 - Fixed or variable capital investment companies

[54] General provisions regarding an investment company.

[55] Application of the provisions of the Company Law and special Company Law and special Company Law arrangements.

[56] Investment company set up as internally managed AIF.

[57] Operating conditions.

[58] Name, designation, capital and shares.

[59] Content of instruments of incorporation of an investment company.

[60] Amendments to the instruments of incorporation of an investment company.

[61] Changes in the persons who effectively direct the business of an investment company.

[62] Reduction of assets or initial capital of an investment company.

[63] Dissolution and liquidation of an investment company.

[64] Withdrawal of authorisation of an investment company.

Part 3 - Limited Partnerships

[65] General provisions regarding the limited partnership.

[66] Limited partnership set up as internally managed AIF.

[67] General partner of an AIF.

[68] Limited partners.

[69] Partnership agreement.

[70] Amendment of the partnership agreement.

[71] Unitholders’ register, joint unitholders, and confirmation of participation

[72] Transfer of limited partnership units.

[73] Pledge of limited partnership units.

[74] Dissolution and liquidation of a limited partnership.

[75] Withdrawal of authorisation of a limited partnership.

Chapter 9: Obligations regarding disclosures to investors

[76] Offering document, half-yearly report, annual report, annual financial statements and financial year of the AIF.

[77] Half-yearly report of the AIF.

[78] Annual report of the AIF.

[79] Offering document of the AIF.

[80] Right to receive documents.

[81] Audit of the annual financial statements and of the annual report of the AIF.

[82] AIF publication expenses.

[83] AIF marketing communications.

Chapter 10: Mergers

[84] Possibility of mergers between AIFs.

[85] Types of mergers.

[86] Authorisation for the merger.

[87] Decision regarding the merger.

[88] Terms of the merger

[89] Verification of the merger by the depositary.

[90] Assignment to an independent auditor.

[91] Disclosures to and rights of unitholders.

[92] Right to redeem, repurchase or convert units.

[93] Expenses relating to the merger.

[94] Effective date of the merger.

[95] Effects of the merger.

[96] Tax provisions regarding AIF mergers.

[97] Enabling provisions.

Part IΙΙ: Marketing of units of AIFs from another Member State or third country into the Republic

[98] Marketing of units of AIFs established in another member state or third country and which fall within the scope of the Alternative Investment Funds Managers Law, in the Republic.

[99] Marketing of units of AIFs established in another member state or third country and which do not fall within the scope of the Alternative Investment Funds Managers Law, in the Republic.

[100] Common provisions regarding AIFs of sections 98 and 99.

Part IV: Listed AIFs

[101] Listing of AIF units in a secondary market, for trading.

[102] Conditions for the listing of AIF units in a secondary market, for trading.

[103] Marketing of listed AIF units.

[104] Listing of units of AIFs, which are established in another member state or third country, in a secondary market operating in the Republic

[105] Asset value, price of units and relevant matters.

[106] Special rules for AIF units’ pricing.

[107] Comparing performance against the benchmarks index.

[108] Cooperation between the Securities and Exchange Commission and other countries’ competent authorities.

[109] Enabling provision.

Part V: Supervision and penalties

Chapter 1: Supervision of AIFs

[110] Competences of the Securities and Exchange Commission.

[111] Powers of the Securities and Exchange Commission.

[112] Supplementary provisions.

[113] Power to issue directives.

[114] Professional secrecy and cooperation with other countries’ competent authorities and organisations.

[115] Obligation to submit publications and information regarding the AIF.

[116] Submission of information regarding the AIF.

[117] AIFs’ register.

[118] Fees and annual contributions.

[119] Justification of the decisions.

Chapter 2: Criminal Provisions and Administrative Penalties

[120] Administrative penalties.

[121] Criminal offences.

Part VI: Transfer of an AIF from and to the Republic

[122] Transfer of an AIF, established under statute, to and from the Republic.

[123] Transfer of an AIF, established under the law of contract, to and from the Republic.

Part VΙI: Alternative Investment Funds with limited number of persons

[124] AIFLNP legal forms, use of designation and characteristics.

[125] Externally and internally managed AIFLNP.

[126] Granting AIFLNP authorisation.

[127] Marketing of AIFLNP units.

[128] Depositary.

[129] Minimum level of assets and initial capital.

[130] Reduction of assets or capital of an investment company.

[131] Management and conduct of business.

[132] Dissolution and liquidation of AIFLNP.

[133] Withdrawal of AIFLNP authorisation.

Part VIII: Registered Alternative Investment Funds

Chapter 1: Establishment of RAIFs

[134] Operation of RAIFs.

[135] External manager and depositary of a RAIF.

[136] Minimum level of assets of a RAIF.

[137] RAIF units.

[138] Registration in the RAIFs’ register and deletion from it.

Chapter 2: RAIF Operation

[139] Disclosure requirements.

[140] Marketing of RAIF units.

[141] Mergers between RAIFs

[142] Enabling provisions.

Part ΙX: Tax provisions

[143] Tax provisions.

Part X: Final and transitional provisions

[144] Transitional provisions.

[145] Continuation of operation of AIFs and AIFLNPs.

[146] Repeal of Laws.

Table of Contents

[00] DISCLAIMER

THE OFFERING MEMORANDUM

SUPPLEMENTS

RESTRICTIONS ON SOLICITATIONS AND RESALE

INVESTOR RESPONSIBILITY

STOCK EXCHANGE LISTING

RISKS

[01] DEFINITIONS

[01.01] Definitions

[01.02] Law Definitions

[01.03] Law Reference

[01.04] Currency Conversion

[01.05] Construction

[02] DIRECTORY

[03] FUND STRUCTURE

[03.01] Fund Structure

[03.02] Share Capital

[03.03] Management Shares

[03.04] Investor Units

[03.05] Investment Compartments

[03.06] Change of the Organisational Structure

[03.07] Subsidiaries

[03.08] Financial Year

[03.09] Fund's Life

[04] INVESTMENT GUIDELINES

[04.01] Investment Objective

[04.02] Target Market

[04.03] Investment Policy

[04.04] Use of Leverage

[04.05] Investment Process

[04.06] Investment Restrictions

[04.07] Associated Risks

[04.08] Change of the Investment Policy

[05] FEES AND EXPENSES

[05.01] General

[05.02] Set Up Fees

[05.03] Management Fee

[05.04] Performance Fee

[05.05] Depositary Fee

[05.06] Director's Remuneration

[05.07] External Audit Fee

[05.08] Administration Fee

[05.09] Consultancy Fee

[05.10] Facilitation Fee

[05.11] Investment Advisory Fees

[05.12] Regulatory Fees

[05.13] Advertising Costs

[05.14] Service Provider Fees

[05.15] Other Expenses

[06] BOARD OF DIRECTORS

[06.01] General

[06.02] Members of the Board

[06.03] Director's Disclosure

[06.04] Changes in the Board

[07] MANAGER

[07.01] Appointment of Manager

[07.02] Identity of the Manager

[07.03] Responsibilities of the Manager

[07.04] Portfolio Management

[07.05] Collective Management of Assets

[07.06] Investment Committee and Advisors

[07.07] Risk Management

[07.08] Liquidity Risk Management

[07.09] Operations Management

[07.10] Structure Determination

[07.11] Delegation of Management Functions

[07.12] Professional Liability

[08] DEPOSITARY

[08.01] Depositary General

[08.02] Identity of the Depositary

[08.03] Responsibilities of the Depositary

[08.04] Cash Flow Monitoring

[08.05] Safekeeping of Assets

[08.06] Oversight 

[08.07] Depositary Indemnity 

[08.08] Paying Agent 

[08.09] Prime Broker

[09] EXTERNAL AUDITOR

[09.01] General

[09.02] Reporting Obligations

[09.03] Responsibilities

[10] ADIMINSTRATOR

[10.01] Delegation to Administrator

[10.02] Identity of the Administrator

[10.03] Responsibilities of the Administrator

[10.04] Limitation of Liability

[11] THE ISSUE

[11.01] Issue

[11.02] The Subscription

[11.03] Eligible Investors

[12] SUBSCRIPTION PROCEDURE

[12.01] Initial Offering of Investor Units

[12.02] Further Subscriptions of Investor Units

[12.03] Minimum Subscription Amount and Additional

[12.04] Subscription Fee

[12.05] Subscription Application

[12.06] Contribution-in-kind

[12.07] Application Procedure

[12.08] Payment Procedure

[12.09] Notification of Transaction

[12.10] Rejection of Subscriptions 

[12.11] Compulsory Redemptions

[12.12] Allocation 

[12.13] Money Laundering Prevention

[13] NET ASSET VALUE

[13.01] General Principles

[13.02] Valuation Specifics

[13.03] Adjustments of the Net Asset Value (Single Swing Pricing)

[13.04] Valuation Dates

[13.05] Valuation Procedures

[13.06] Temporary Suspension of NAV calculation 

[14] DISTRIBUTION POLICY

[14.01] Policy and Procedure

[14.02] Currency Exchange Distribution

[15] CONVERSION OF UNITS

[15.01] Conversion Procedures

[15.02] Application Procedure

[15.03] Limitation of Conversions

[15.04] Notification of Transaction

[16] REDEMPTIONS 

[16.01] General

[16.02] Redemption Request

[16.03] Irrevocability of Redemption

[16.04] Redemption Dates

[16.05] Redemption Price and proceeds

[16.06] Notification of Transaction

[16.07] Redemption Fee

[16.08] Settlement

[16.09] Limitation on Redemption

[16.10] Market Timing

[16.11] Compulsory Redemption

[16.12] Money Laundering

[17] MARKETING AND ADVERTISING

[17.01] Introduction

[17.02] Marketing Material and Advertising

[17.03] Information to Potential Investors

[17.04] Provision of KIID

[17.05] Assessment of suitability

[18] RISK FACTORS AND INVESTMENT CONSIDERATIONS

[18.01] General

[18.02] Risk Factors and Considerations

[18.03] Business Risk

[18.04] Historical Performance

[18.05] Concentration of Investments Risk

[18.06] Declining Performance and Growing Size Risk

[18.07] Effect of Substantial Redemptions and Reduced Size Risk

[18.08] Reliance on the Manager and Dependence on Key Personnel

[18.09] Fee Incentive Risk

[18.10] Accounting Treatment Risk

[18.11] Model Risk

[18.12] No Operating History

[18.13] Non-Diversified Status

[18.14] Trading Execution Risk

[18.15] Factors impacting the value of the Investment Compartments’ Assets

[18.16] Equity Securities Risk

[18.17] Smaller Capitalization Risk

[18.18] Securities of Smaller and Emerging Growth Companies

[18.19] Co-Investment Risk

[18.20] Private Company Competition Risk

[18.21] New Issued Risk

[18.22] Growth Stock Risk

[18.23] Value Stock Risk

[18.24] Risks Associated with Options on Securities Generally

[18.25] Risks of Writing Options

[18.26] Exchange-Listed Options Risks

[18.27] Over-the-Counter Option Risk

[18.28] Index Option Risk 

[18.29] Limitation on Option Writing Risk

[18.30] Tax Risk

[18.31] Preferred Securities Risk

[18.32] Convertible Securities Risk

[18.33] Synthetic Convertible Securities Risk

[18.34] Warrants Risk

[18.35] REITs Risk

[18.36] Master Limited Partnerships Risk

[18.37] Restricted and Illiquid Securities Risk

[18.38] Investment Companies Risk

[18.39] Fixed Income Securities Risks

[18.40] Market Volatility

[18.41] Liquidity and Market Characteristics

[18.42] Underlying Funds

[18.43] Volatility Trading and Stagnant Markets

[18.44] Relative Value Strategies

[18.45] Event Driven Strategy

[18.46] Commodity and Energy Trading

[18.47] Distressed Strategies

[18.48] Below Investment Grade Debt Securities

[18.49] Conflicts Relating to Equity and Debt Ownership by the Investment Compartment and Other Clients of the Board of Directors

[18.50] Trading in Securities of Emerging Market Issuers

[18.51] Regulated Markets in Emerging Market Countries

[18.52] Access to Non-Public Information

[18.53] Hedging

[18.54] Forward Foreign Exchange Contracts

[18.55] Risks of Stock Index Options

[18.56] Equity Funds Risk

[18.57] Directional Trading

[18.58] Prepayment Risk

[18.59] Reinvestment Risk

[18.60] Duration and Maturity Risk

[18.61] Corporate Bonds Risk

[18.62] Below Investment Grade Securities Risk

[18.63] Distressed and Defaulted Securities Risk

[18.64] Yield and Ratings Risk

[18.65] Unrated Securities Risk

[18.66] Emerging Markets Risk

[18.67] Foreign Currency Risk

[18.68] LIBOR Risk

[18.69] Leverage Risk

[18.70] Risk of Use of Leverage

[18.71] Risks Associated with the Use of or Trading in Derivatives

[18.72] Control and Monitoring of the Use of Derivative Products

[18.73] Debt Securities

[18.74] Market Liquidity and Leverage

[18.75] Credit Default Swaps

[18.76] Liquidity Risk

[18.77] Counterparty Risk

[18.78] Absence of Regulation in OTC Transactions

[18.79] Additional Risks Associated with an Underlying of OTC Derivatives Linked to Specific Types of Securities or Assets

[18.80] Futures and Options

[18.81] Securities of Companies principally engaged in the Real Estate Industry

[18.82] Commodities and Energies

[18.83] Indexes

[18.84] Derivatives 

[18.85] Repurchase Agreements Risk 

[18.86] Reverse Repurchase Agreements Risk 

[18.87] Dollar Roll Transactions Risk 

[18.88] When-Issued, Forward Commitment and Delayed Delivery Transactions Risk

[18.89] Event Risk 

[18.90] Defensive Investing Risk

[18.91] Structured Investments Risks

[18.92] Structured Notes Risk

[18.93] Equity-Linked Notes Risk

[18.94] Credit-Linked Notes Risk

[18.95] Event-Linked Securities Risk

[18.96] Strategic Transactions and Derivatives Risk 

[18.97] Counterparty Risk

[18.98] Swaps Risk

[18.99] Securities Lending Risk 

[18.100] Short Sales Risk

[18.101] Inflation Risk

[18.102] Deflation Risk

[18.103] EMU and Redenomination Risk

[18.104] Market Disruption and Geopolitical Risk

[18.105] Regulation and Government Intervention Risk

[18.106] Legal, Tax and Regulatory Risks

[18.107] Legislation Risk

[18.108] Decision-Making Authority Risk

[18.109] Management Risk

[18.110] Market and Selection Risk

[18.111] Reliance on the Manager

[18.112] Reliance on Service Providers

[18.113] Information Technology Systems

[18.114] Misconduct of Employees and of Service Providers

[18.115] Portfolio Turnover Risk

[18.116] Property valuation is inherently subjective and uncertain

[18.117] Real estate investments are relatively illiquid

[18.118] The value of any property portfolio may fluctuate as a  result of factors outside the owner's control

[18.119] Construction risk 

[18.120] Natural Disasters and Accidents

[18.121] Decline in land prices

[18.122] Social environment risk 

[18.123] Political environment risk

[18.124] Land Policy risk 

[18.125] Urban Planning Risk 

[18.126] Investment Through Nominees

[18.127] Maximum Redemption Amount

[19] CONFLICTS OF INTEREST

[19.01] General

[19.02] Disclosure of Conflicts

[19.03] Acknowledgment of Potential Conflicts 

[20] TREATMENT OF INVESTORS

[20.01] Fair Treatment of Investors

[20.02] Dealings of Related Parties 

[20.03] Preferential Treatment

[20.04] Information to Investors 

[21] TAX CONSIDERATIONS

[21.01] General

[21.02] Tax Efficient Structuring 

[21.03] Corporate Tax

[21.04] Definition of ''securities''

[21.05] Profit from the disposal of securities 

[21.06] Dividend Income 

[21.07] Interest income 

[21.08] Stamp Duty

[21.09] Losses

[21.10] Deemed dividend distribution rules 

[21.11] Withholding Taxes for payments abroad

[21.12] Liquidation

[21.13] Exit through liquidation

[21.14] Taxation of Investors 

[21.15] Sale or redemption of Investor Units

[22] LAW AND JURISDICTION 

[22.01] Governing Law and Jurisdiction

[22.02] Recognition of Judgements

[22.03] Contractual Relation 

[22.04] Dispute Resolution