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13.5. Valuation Procedures 

The assets of each Investment Compartment, shall be deemed to include:

1.  All cash in hand or on deposit, including any interest accrued thereon;

2.  All bills and demand notes receivable and accounts receivable (including proceeds of transferable securities and money market instruments sold but not delivered);

3.  All bonds, notes, certificates of deposit, Shares, stock, debentures, debenture stocks, subscription rights, warrants, options and other transferable securities and money market instruments, financial instruments and similar assets owned by the relevant Investment Compartment, provided that the Manager or the Administrator may make adjustments with regards to fluctuations in the market value of transferable securities and money market instruments caused by trading ex-dividends, ex-rights, or by similar practices;

4.  All stock, cash dividends and cash distributions receivable by the relevant Investment Compartment to the extent information thereon is reasonably available to the Investment Compartment;

5.  All interest accrued on any interest bearing assets owned by the relevant Investment Compartment except to the extent that the same is included or reflected in the principal amount of such asset;

6.  The set up expenses of the Fund and the relevant Investment Compartment, including the cost of issuing and distributing Units of the Fundy, insofar as the same have not been written off;

7.  All other assets of any kind and nature including expenses paid in advance.

Unless otherwise provided in the Supplement of each Investment Compartment the value of such assets shall be determined as follows:

1.  The value of any cash on hand or on deposit, bills and demand notes and accounts receivable, prepaid expenses, cash dividends, interest declared or accrued and not yet received, all of which are deemed to be the full amount thereof, unless in any case the same is unlikely to be paid or received in full, in which case the value thereof is arrived at after making such discount as may be considered appropriate in such case to reflect the true value thereof;

2.  Transferable securities and money market instruments listed on a recognised stock exchange or dealt on any other regulated market will be valued at their closing prices. In the event that there should be several such markets, transferable securities and money market instruments will be valued based on the market with the highest frequency, regularity and volume of transactions. If no stock exchange transaction was made on the Valuation Date, account shall be taken of the price of the previous day when the regulated market was in session and, if no stock exchange transaction was made on that day either, account shall be taken of the last bid or ask price;

3.  The value of non-Euro transferable securities is generally determined based upon the last transaction price on the foreign exchange or market on which it is primarily traded and in the currency of that market as of the close of the appropriate exchange or, if there have been no transactions during that day, at the closing price. The Manager has determined that when the period of time between when the foreign exchanges or markets close and when the Investment Compartments compute their respective NAV’s could cause the value of foreign transferable securities to no longer be representative or accurate, and as a result, may necessitate that such transferable securities be valued on the grounds of fair value. Accordingly, for foreign transferable securities, the Investment Compartments may use an independent pricing service, which shall be monitored and reviewed on regular intervals, to fair value price the transferable security as of the close of regular trading on the relevant Stock Exchange;

4.  Exceptionally, in the event that the latest available price does not, in the opinion of the Manager, truly reflect the fair value of the relevant transferable securities and money market instruments, the value of such transferable securities and money market instruments will be defined by the Manager based on the reasonably foreseeable sales proceeds determined prudently and in good faith by the Manager;

5.  Transferable securities and money market instruments which are listed and traded on a regulated stock exchange but for which no stock exchange transactions have been made in a period exceeding fifteen (15) Business Days from the Valuation Day, will be deemed not listed in a regulated market and will be valued in accordance with (f) below;

6.  Transferable securities and money market instruments not listed or traded on a stock exchange or not dealt on another regulated market will be valued on the first Business Day of every half month using all relevant information about the issuer, the prevailing market conditions at the Valuation Day and the possible price realizable for the assets. The Directors will adopt and apply criteria which are based on the issuers’ call offers, or, if this is not feasible, the mid-value of the put and call offers of the issuer published by specialized and independent from the Manager. In case the application of the previous sentence is not possible, the Manager may use widely recognised and accepted methods of valuation used in international capital markets and ensure that the criteria used are in accordance with market values. This valuation may be undertaken by the Manager’s counterparty as long as it is provided for in the relevant Supplement and the Manager periodically determines, reviews and evaluates the valuation methodologies used. Furthermore, the method and criteria of valuation shall be consistently applied and may be amended only if necessary by the current circumstances and it shall be justified in the following annual report;

7.  Transferable securities and money market instruments which are in the process of being listed in a regulated stock exchange will be valued based on criteria used for similar assets traded on a regulated market and issued by the same legal entity, taking into consideration the characteristics of exchangeability and liquidity of the issues of each of these two assets. All other transferable securities and money market instruments and other assets will be valued at fair value as determined in good faith pursuant to procedures established by the Director; and

8.  All real estate assets will be valued by at least one independent Valuer hired by the Manager on behalf or the Investment Compartment. The Valuer will value the properties according to a fair market value principle (deemed to be "the amount at which the asset could be exchanged in an open and unrestricted market between informed, knowledgeable, willing parties, acting at arm's length and under no compulsion to act, expressed in terms of money or money's worth"). In the event of two valuers, the average of the two valuations will be used as the value of the asset. If the two valuations provided differ by more than 15% of the value of the lowest valuation then the Manager at their sole discretion can request a third valuation by a third independent Valuer. The Manager will then select the two valuations that are closest together (in the case that all three valuations are equidistant from each other, then the lowest two will be used) and take the average to be used as the value of the asset. The Manager may, at their discretion, adjust the value of an asset downwards (but not upwards) if they feel that the valuation of the asset is overly optimistic. In case an asset is sold, then its value will be the sale price achieved in the sale regardless of any valuations for that asset.

The liabilities of each Investment Compartment shall be deemed to include:

1.  All temporarily contract loans, bills and accounts payable;

2.  All accrued interest on loans of the Investment Compartment (including accrued fees for commitment for such loans);

3.  All accrued or payable expenses including the Management Fees, Depositary Fees, Administrator Fees, Banker Fees and any other third party service provider fees, that have been appointed;

4.  All known liabilities, present and future, including all matured contractual obligations for payment of money or property;

5.  An appropriate provision for future taxes based on income to the relevant Valuation Day, as determined from time to time by the Manager, and other reserves, if any, authorised and approved by the Directors; and

6.  All other liabilities of the Investment Compartment of whatsoever kind and nature except liabilities represented by Units. In determining the amount of such liabilities, all expenses payable and all costs incurred by the relevant Investment Compartment will be taken into account. Such fees and expenses shall comprise among other the fees payable to the Directors (including all reasonable out- of-pocket expenses), investment advisors (if any), Investment or Sub-investment managers, accountants, Credit Institutions, permanent representatives in places of registration, fees for legal and auditing services, costs of any proposed listings and of maintaining such listings, promotion, printing, reporting and publishing expenses including reasonable marketing and advertising expenses and costs of preparing, translating and printing in different languages of Offering Memorandums, addenda, explanatory memoranda, registration statements, Annual Reports, all taxes levied on the assets and the income of the Investment Compartment and any stamp duties payable, registration fees and other expenses payable to governmental and supervisory authorities in any relevant jurisdictions, insurance costs, costs of extraordinary measures carried out in the interests of Investors in particular, but not limited to, arranging expert opinions and dealing with legal proceedings (for the avoidance of doubt this does not include costs of legal proceedings brought against the Manager and/or the Credit Institutions) and all other operating expenses, including the cost of buying and selling assets, customary transaction fees, and fees charged by custodian banks or their agents (including free payments and receipts and any reasonable out-of-pocket expenses, i.e. stamp taxes, registration costs, scrip fees, special transportation costs, etc.), customary brokerage fees and commissions charged by Credit Institutions and brokers for transferable securities and money market instrument transactions and similar transactions, interest and postage, telephone, and facsimile charges. The Manager may calculate administrative and other expenses of a regular or recurring nature on an estimated figure for yearly or other periods in advance, and may accrue the same in equal proportions over any such period. However, as far as costs for publications and production of documents are concerned, only such costs for publications and production of documents are incumbent on the Investment Compartment.

Unless otherwise specified in the relevant Supplement, if after the calculation of the NAV of any Investment Compartment, there has been a material change in the quotations on the markets on which a substantial portion of the investments attributable to the relevant Investment Compartment are dealt or quoted, the Manager may, in order to safeguard the interests of Investors and the relevant Investment Compartment, cancel the first valuation and carry out a second valuation, for all the Classes concerned, prudently and in good faith.