Home / Offering Memorandum / DISCLAIMER / DISCLAIMER 

DISCLAIMER

THE FUND HAS BEEN ESTABLISHED AS A REGISTERED ALTERNATIVE INVESTMENT FUND PURSUANT TO ALTERNATIVE INVESTMENT FUNDS LAW OF 2018 (“AIF LAW”).

THE FUND IS REGISTERED WITH THE CYPRUS SECURITIES AND EXCHANGE COMMISSION (THE ‘’CYSEC’’) TO OPERATE AS AN ALTERNATIVE INVESTMENT FUND WITH SEPARATE INVESTMENT COMPARTMENTS AND ACCORDINGLY THE PROTECTION MEASURES PROVIDED FOR IN THE RELEVANT LEGISLATION RELATING TO RETAIL INVESTORS DO NOT APPLY TO THIS FUND AND ITS INVESTMENT COMPARTMENTS.

THE FUND AND ITS INVESTMENT COMPARTMENTS IS RESERVED FOR PROFESSIONAL AND WELL-INFORMED INVESTORS AS DEFINED BY THE AIF LAW WHO, ON THE BASIS OF THIS OFFERING MEMORANDUM, HAVE MADE THEIR OWN ASSESSMENT OF THE CONDITIONS OF THEIR PARTICIPATION IN THE FUND AND ITS INVESTMENT COMPARTMENTS, IT IS THE RESPONSIBILITY OF INVESTORS, TO DETERMINE WHETHER THE FUND AND ITS INVESTMENT COMPARTMENTS DESCRIBED IN THIS OFFERING MEMORANDUM IS SUITABLE TO THEIR EXPECTATIONS OF PERFORMANCE AND RISK.

NO PERSON SHALL BE ACCEPTED AS AN INVESTOR IN THE FUND AND ITS INVESTMENT COMPARTMENTS UNLESS THAT PERSON HAS PROVIDED A WRITTEN CONFIRMATION THAT HE IS A PROFESSIONAL OR WELL-INFORMED INVESTOR WITHIN THE MEANING OF THE AIF LAW, THAT HE ACCEPTS THE MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE FUND AND THAT HE HAS RECEIVED, UNDERSTOOD AND ACCEPTED THIS INVESTMENT WARNING.

THE FUND WILL HAVE THE LEGAL FORM OF A VARIABLE CAPITAL INVESTMENT COMPANY (“VCIC”) AND WILL BE AN ALTERNATIVE INVESTMENT FUND WITH SEPARATE INVESTMENT COMPARTMENTS. THE FUND OR ANY OF ITS INVESTMENT COMPARTMENTS SHALL NOT HAVE THE POWER TO ISSUE BEARER SHARES.

THE MANAGER HAS APPOINTED AN ENTITY AS DEPOSITARY OF THE FUND ACCORDING TO THE AIFM LAW.

ONLY THOSE PARTICULAR REPRESENTATIONS AND WARRANTIES, IF ANY, WHICH ARE MADE IN THIS OFFERING MEMORANDUM, THE MEMORANDUM & ARTICLES OF ASSOCIATION AND ANY SUBSCRIPTION APPLICATION OF A PROSPECTIVE INVESTOR, SUBJECT TO SUCH LIMITATIONS AND RESTRICTIONS AS MAY BE AGREED, SHALL HAVE ANY LEGAL EFFECT AND SUBSCRIPTIONS FOR UNITS IN ANY INVESTMENT COMPARTMENTS IS ONLY EFFECTED ON THE BASIS OF THIS OFFERING MEMORANDUM AND ITS SUPPLEMENTS. THIS OFFERING MEMORANDUM AND SUCH SUBSCRIPTION APPLICATION WILL SUPERSEDE AND EXTINGUISH ALL REPRESENTATIONS AND WARRANTIES MADE AT ANY TIME PRIOR TO THE DATE OF SUCH APPLICATION.

THE MEMORANDUM & ARTICLES OF ASSOCIATION AND THE LATEST ANNUAL REPORT ARE AVAILABLE FROM THE REGISTERED OFFICE OF THE COMPANY AND FROM THE FUND’S ADMINISTRATOR(S) AND SHALL BE DEEMED TO FORM PART OF THIS OFFERING MEMORANDUM.

THIS OFFERING MEMORANDUM DOES NOT PURPORT TO BE ALL INCLUSIVE OR TO CONTAIN ALL THE INFORMATION THAT A PROSPECTIVE INVESTOR MAY DESIRE IN EVALUATING THE FUND AND ITS INVESTMENT COMPARTMENTS. PROSPECTIVE INVESTORS SHOULD CONDUCT THEIR OWN INVESTIGATION AND ANALYSIS OF THE BUSINESS, DATA AND PROPERTY DESCRIBED HEREIN, AND SHOULD ALSO INFORM THEMSELVES ABOUT AND OBSERVE ANY LEGAL AND/OR REGULATORY REQUIREMENTS WHICH MAY BE APPLICABLE TO THEIR PROPOSED INVESTMENT IN, INVESTIGATION OR EVALUATION OF THE FUND AND ITS INVESTMENT COMPARTMENTS. ANY PERSON INTERESTED IN SUBSCRIBING UNITS IN ANY INVESTMENT COMPARTMENT OF THE FUND  IS RECOMMENDED TO SEEK ITS OWN LEGAL, REGULATORY, TAX, ACCOUNTING AND FINANCIAL ADVICE.

THE CONTENTS OF THIS OFFERING MEMORANDUM SHOULD NOT BE CONSIDERED AS INVESTMENT, LEGAL OR TAX ADVICE. IN MAKING AN INVESTMENT DECISION THE ADDRESSEES MUST RELY ON THEIR OWN EXAMINATION OF THE FUND AND ITS INVESTMENT COMPARTMENTS AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISK INVOLVED.

BEFORE MAKING A DECISION FOR INVESTING, INVESTORS ARE ENCOURAGED TO SEEK ADVICE FROM THEIR FINANCIAL ADVISER AND/OR ANY OTHER PROFESSIONAL ADVISER THEY MAY WISH.

NO PERSON, OTHER THAN THE MANAGER  OF THE FUND, HAS BEEN AUTHORISED TO GIVE ANY INFORMATION OTHER THAN THAT CONTAINED IN THIS OFFERING MEMORANDUM, OR TO MAKE ANY REPRESENTATION IN CONNECTION WITH THE UNITS DESCRIBED HEREIN, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORISED BY THE FUND.

THE DIRECTORS HAVE TAKEN ALL REASONABLE CARE TO ENSURE THAT THE INFORMATION CONTAINED IN THIS OFFERING MEMORANDUM IS, TO ITS BEST OF THEIR KNOWLEDGE AND BELIEF, IN ACCORDANCE WITH THE FACTS AND DOES NOT OMIT ANYTHING MATERIAL TO SUCH.

INVESTORS ARE NOT PROTECTED BY ANY STATUTORY COMPENSATION ARRANGEMENTS IN THE EVENT OF THE FUND’S FAILURE. THE CYPRUS SECURITIES AND EXCHANGE COMMISSION SHALL NOT BE LIABLE BY VIRTUE OF ITS RECOGNITION OF THE ALTERNATIVE INVESTMENT FUND IF OR BY REASON OF ITS EXERCISE OF THE FUNCTIONS CONFERRED ON IT BY THE AIF LAW. RECOGNITION OF THE ALTERNATIVE INVESTMENT FUND DOES NOT CONSTITUTE A WARRANTY BY THE CYPRUS SECURITIES AND EXCHANGE COMMISSION AS TO THE CREDITWORTHINESS OF THE FINANCIAL PARTIES TO THE ALTERNATIVE INVESTMENT FUND. 

NO ASSURANCES CAN BE GIVEN THAT EXISTING LAWS WILL NOT BE CHANGED OR INTERPRETED ADVERSELY. PROSPECTIVE INVESTORS MUST NOT CONSTRUE THIS OFFERING MEMORANDUM OR ANY SUPPLEMENT(S) AS LEGAL, TAX OR INVESTMENT ADVICE.