BPER International SICAV

Transcription

1 BPER International SICAV Société d investissement à capital variable 30, boulevard Royal L-2449 Luxembourg SALES PROSPECTUS July 2012 Distribution of this sales prospectus (the "Sales Prospectus") is not authorised unless it is accompanied by a copy of the latest available annual report of BPER International SICAV (the "Fund") containing the audited balance-sheet and a copy of the latest half-yearly report, if published after such annual report. The Sales Prospectus and the respective annual and semi-annual reports may be obtained free of charge from all paying agents and sales agencies. It is prohibited to disclose information on the Fund, which is not contained in this Sales Prospectus, the documents mentioned therein, the latest annual report and any subsequent semi-annual report. The English version of this Sales Prospectus is binding. BPER International SICAV Sales Prospectus - page 1

2 BPER International SICAV TABLE OF CONTENTS TABLE OF CONTENTS... 2 INTRODUCTION... 3 SECTION I: AVAILABLE SUB-FUNDS... 3 SECTION II GENERAL PROVISIONS MANAGEMENT AND ADMINISTRATION THE FUND STRUCTURE OF THE FUND LEGAL ASPECTS INVESTMENT OBJECTIVES AND POLICY RISK PROFILE TOTAL EXPENSE RATIO ("TER") AND PORTFOLIO TURNOVER ("PTO") INVESTMENTS IN THE BPER INTERNATIONAL SICAV NET ASSET VALUE ISSUE, CONVERSION AND REDEMPTION OF SHARES ISSUE OF SHARES CONVERSION OF SHARES REDEMPTION OF SHARES SUSPENSION OF THE NET ASSET VALUE CALCULATION AND OF THE ISSUE, CONVERSION AND REDEMPTION OF SHARES LIQUIDATION AND MERGING OF THE FUND AND ITS SUB-FUNDS LIQUIDATION OF THE FUND LIQUIDATION OF SUB-FUNDS AND/OR SHARE CLASSES MERGER OF THE FUND OR OF SUB-FUNDS WITH ANOTHER UCITS OR OTHER SUB-FUNDS THEREOF; MERGERS OF ONE OR MORE SUB-FUNDS WITHIN THE FUND; DIVISION OF SUB-FUNDS DIVIDEND POLICY SPONSOR AND DISTRIBUTOR CUSTODIAN BANK ADMINISTRATIVE SERVICES INVESTMENT ADVISORY COMPANY, PORTFOLIO MANAGERS TAXATION CHARGES AND EXPENSES INFORMATION AVAILABLE TO SHAREHOLDERS AND COMPLAINTS HANDLING INVESTMENT GUIDELINES BPER International SICAV/ Sales Prospectus/ page 2

3 INTRODUCTION BPER International SICAV is a company organised as a self-managed société d investissement à capital variable ("SICAV") and is registered under Part I of the Luxembourg law of December 17, 2010 on undertakings for collective investment (the "2010 Law"). This registration pursuant to the Law does not require any Luxembourg authority to approve or disapprove either the adequacy of the Sales Prospectus or the portfolio of securities held by the Fund. Any representation to the contrary is unauthorised and unlawful. The Sales Prospectus does not constitute an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not allowed. In particular, the shares of the Fund (the "Shares") have not been registered with the Securities and Exchange Commission (SEC) of the United States of America and may therefore not be offered in the United States of America or in any state, territory or possession thereof or areas subject to its jurisdiction. Potential subscribers to the Fund should inform themselves on applicable laws and regulations (i.e. as to the possible tax requirements or foreign exchange control) of the countries of their citizenship, residence or domicile, and which might be relevant to the subscription, purchase, holding, conversion and redemption of Shares. Shares may be acquired on the basis of this Sales Prospectus, the key investor information document, the latest annual report and, if it has already been published, the subsequent semi-annual report. Any reference to "USD" in the Sales Prospectus refers to the lawful currency of the United States of America and "EUR" to the Euro, the official currency of the "European Monetary Union". The Sales Prospectus is subject to modifications, a.o. concerning the addition or suppression of sub-funds of the Fund (the "Sub-Fund(s)") as well as other modifications. Therefore, it is advisable for subscribers to ask the Fund for the most recent issue of the Sales Prospectus. Potential subscribers should note that the structure of the Sales Prospectus is made up of Section I which contains the regulations applicable to each individual Sub-Fund and a Section II which contain the regulations to which the Fund is subject as a whole. LIST OF AVAILABLE SUB-FUNDS SECTION I: AVAILABLE SUB-FUNDS Sub-Fund 1 Sub-Fund 2 Sub-Fund 3 Sub-Fund 4 Sub-Fund 5 Sub-Fund 6 Sub-Fund 7 Sub-Fund 8 Sub-Fund 9 Sub-Fund 10 Sub-Fund 11 Sub-Fund 12 BPER International SICAV - Equity Europe BPER International SICAV - Equity North America BPER International SICAV - Equity Asia Pacific BPER International SICAV - Global Bond BPER International SICAV - Short Term BPER International SICAV - European Equities Small Cap BPER International SICAV - Equity Emerging Markets BPER International SICAV - Equity Eastern Europe BPER International SICAV - Global Convertible Bond EUR BPER International SICAV - Global Medium Term Bond BPER International SICAV - Short Term EUR Corporates BPER International SICAV - Multi Asset Dividend Unless otherwise indicated in the tables below, each Sub-Fund of the BPER International SICAV is subject to the general regulations as set out in Section II of the Sales Prospectus. BPER International SICAV/ Sales Prospectus/ page 3

4 SUB-FUND 1 - BPER INTERNATIONAL SICAV - EQUITY EUROPE. Profile of the typical investor Historical performance Investment Policy Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: Distribution Policy of the "Class P" and "Class I" Valuation Day "Class P" "Class I" Subscription Fee for "Class P" is: Subscription Fee for "Class I" is: Redemption Fee for the "Class P" and "Class I" Conversion Fee for the "Class P" and "Class I" Portfolio Manager Flat Fee The Sub-Fund is suitable for investors wanting to invest in a broadly diversified equity portfolio. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of this Sub-Fund is to invest primarily in stocks of leading European companies which have a powerful market position in their specific area of activity and have a strong capitalisation. The Sub-Fund will invest primarily in companies located in European countries excluded Eastern Europe countries. Moreover the Sub-Fund will favour companies with a longterm strategy to increase profitability. This Sub-Fund may hold liquidities on an ancillary basis. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments, underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. EUR Accumulating Each business day in Luxembourg. Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the Distributor. UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P and I are subject to a "Flat Fee" of maximum 1.900% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 4

5 SUB-FUND 2 - BPER INTERNATIONAL SICAV - EQUITY NORTH AMERICA Profile of the typical investor Historical performance Investment Policy Use of Techniques and Instruments Retail Share Classes Institutional Share Classes Accounting Currency: Distribution Policy of the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I" Valuation Day "Class P" "Class (EUR hedged) P" "Class I" The Sub-Fund is suitable for investors wanting to invest in a broadly diversified equity portfolio. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund The Sub-Fund is a securities Sub-Fund at least two-thirds invested, following the principle of risk diversification, in equities and other equity shares of companies domiciled in the USA or who own majority shareholdings in companies domiciled in the USA or whose principal business activity is in the USA. The investment process is based on a "growth style" approach. In other words, investments are largely made in companies which enjoy a competitive advantage and/or can demonstrate above-average potential profit growth. In addition, the Fund may invest altogether up to a maximum of one third of its net assets in other countries as well as, in line with the guidelines on investment instruments and restrictions set out in the full Sales Prospectus, up to 25% of the net assets in convertible and warrant-linked issues whose warrants entitle the holder to subscribe to securities, and up to 15% of the net assets in bonds, notes and similar fixed-income and floating-rate investments (incl. floating rate notes) issued by public authorities, semi-public enterprises or private borrowers, as well as in money market paper and, linked to the aforementioned, in warrants on debt instruments issued by the above borrowers. Up to 15% of the net assets of the Fund may be invested in claims of any type whose income may be qualified as "interest" within the meaning of the EU Directive 2003/48/EC of 3 June 2003 on the taxation of interest income. In addition, the Fund may buy or sell futures and options on financial instruments or conduct transactions for non-hedging purposes involving options on securities other than for hedging purposes. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. These techniques and instruments will only be employed if they are in conformity with the investment policy of the Fund and do not adversely affect its quality. Shares of "Class P" issued in the Accounting Currency and "Class (EUR hedged) P" issued in EUR which are accumulating classes dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency and "Class (EUR hedged) I" issued in EUR which are accumulating classes dedicated to institutional investors.as defined from time to time by the Luxembourg laws and regulations. USD Accumulating Each business day in Luxembourg. Initial subscriptions: USD 100 Initial subscriptions: EUR 100 Initial subscriptions: USD 1000 BPER International SICAV/ Sales Prospectus/ page 5

6 "Class (EUR hedged) I" Subscription Fee for "Class P" and "Class (EUR hedged) P" Subscription Fee for "Class I" and "Class (EUR hedged) I" Redemption Fee for the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I" Conversion Fee for the "Class P", "Class I" "Class (EUR hedged) P" and "Class (EUR hedged) I" Portfolio Manager Flat Fee Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the sales agent. UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P, I, (EUR hedged) P and (EUR hedged) I are subject to a "Flat Fee" of maximum 1.900% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 6

7 SUB-FUND 3 - BPER INTERNATIONAL SICAV - EQUITY ASIA PACIFIC Profile of the typical investor Historical performance Investment Policy Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: Distribution Policy of the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I" Valuation Day "Class P" "Class I" "Class (EUR hedged) P" "Class (EUR hedged) I" Subscription Fee for "Class P" and "Class (EUR hedged) P" Subscription Fee for "Class I" and "Class (EUR hedged) I" The Sub-Fund is suitable for investors wanting to invest in a broadly diversified equity portfolio. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. This Sub-Fund will invest mainly in the equity markets of Japan, Hong Kong (China), Singapore, Korea and Australia. In addition, the Sub-Fund can invest in other Emerging Asian equity markets, such as, for example, Thailand and Malaysia. Investors should be aware that due to the emerging process and economic changes, investments in these countries may be affected by legal uncertainties and/or other factors arising from this special situation. Furthermore, some East Asian markets have low capitalisation and tend to be volatile and illiquid. This Sub-Fund may hold liquidities on an ancillary basis. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency and "Class (EUR hedged) P" issued in EUR which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency and "Class (EUR hedged) I" issued in EUR which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. USD Accumulating Each business day in Luxembourg. Initial subscriptions: USD 100 Initial subscriptions: USD 1000 Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the sales agent. BPER International SICAV/ Sales Prospectus/ page 7

8 Redemption Fee for the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I" Conversion Fee for the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I" Portfolio Manager Flat Fee UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P, I, (EUR hedged) P and (EUR hedged) I are subject to a "Flat Fee" of maximum 2.000% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 8

9 SUB-FUND 4 - BPER INTERNATIONAL SICAV - GLOBAL BOND Profile of the typical investor Historical performance Investment Policy Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: Distribution Policy of the "Class P" and "Class I" Valuation Day "Class P" "Class I" Subscription Fee for "Class P" is: Subscription Fee for "Class I" is: Redemption Fee for the "Class P" and "Class I" Conversion Fee for the "Class P" and "Class I" Portfolio Manager Flat Fee The Sub-Fund is suitable for investors who would like to invest in a broadly diversified portfolio of first-class international bonds. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of this Sub-Fund is to provide investors with an opportunity to invest globally in bonds of prime issuers and to provide a consistent return. The Sub-Fund will therefore invest in quality bonds with a wide range of maturities and issued by issuers world-wide. This Sub-Fund may hold liquidities on an ancillary basis. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. EUR Accumulating Each business day in Luxembourg. Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the sales agent. UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P and I are subject to a "Flat Fee" of maximum 1.100% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 9

10 Profile of the typical investor Historical performance Investment Policy Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: Distribution Policy of the "Class P" and "Class I" Valuation Day "Class P" "Class I" Subscription Fee for "Class P" is: Subscription Fee for "Class I" is: SUB-FUND 5 - BPER INTERNATIONAL SICAV - SHORT TERM The Sub-Fund is suitable for investors seeking a broadly diversified portfolio EUR short-term instruments with high quality and high liquidity The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of this Sub-Fund is to provide investors with a safe and continuous return. This Sub- Fund will therefore invest in short term fixed income securities, such as Bonds and Floating Rate Notes, Money Market Instruments, Euro Commercial Papers (ECP) and Certificates of Depostis (CD s) issued by issuers world-wide. Allowing for the inclusion of special derivative financial instruments and sight, term and time deposits of banks and in accordance with the investment principles outlined below and CESRs Guidelines on a common definition of European money market funds, the entire portfolio may have a weighted average maturity ( WAM ) of 60 days maximum and a weighted average life ( WAL ) of 120 days maximum, with the residual term of each individual investment may not exceed 397 days. In the case of floating rate notes, the next coupon date on which the new interest rate is set is treated as the final maturity when calculating the weighted average maturity ( WAM ) of the portfolio. In contrast, the final maturity of floating-rate investments is treated as the final maturity when calculating the weighted average life ( WAL ) and the individual residual maturities of the investments and the average residual maturity of the portfolio. This Sub-Fund may hold ancillary liquid assets. Due to its investment policy, this Sub-Fund will be submitted to the "taxe d abonnement" at a reduced rate of 0.01% as described under Article 13, heading "Taxation of the Fund". This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. However, due to the nature of the Sub-Fund as Short Term Money Market Fund it may not take direct or indirect exposure to equity or commodities, including via derivatives. Derivatives which give exposure to foreign exchange may only be used for hedging purposes. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. EUR Accumulating Each business day in Luxembourg. Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the sales agent. BPER International SICAV/ Sales Prospectus/ page 10

11 Redemption Fee for the "Class P" and "Class I" Conversion Fee: for the "Class P" and "Class I" Portfolio Manager Flat Fee UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P and I are subject to a "Flat Fee" of maximum 0.600% p.a. calculated daily on the average total net assets of the class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 11

12 SUB-FUND 6 - BPER INTERNATIONAL SICAV - EUROPEAN EQUITIES SMALL CAP Profile of the typical investor Historical performance Investment Policy Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: Distribution Policy of the "Class P" and "Class I" Valuation Day "Class P" "Class I" Subscription Fee for "Class P" is: Subscription Fee for "Class I" is: Redemption fee for the "Class P" and "Class I" Conversion Fee for the "Class P" and "Class I" Portfolio Manager Flat Fee The Sub-Fund is suitable for investors wanting to invest in a broadly diversified equity portfolio. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of this Sub-Fund is to invest mainly in stocks of small-sized European companies, i.e. companies which are domiciled or chiefly active in Europe, excluded companies located in Eastern Europe countries. In addition, the Sub-Fund can invest a maximum of 1/3 of its net assets in European big caps. This Sub-Fund may hold liquidities on an ancillary basis. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. EUR Accumulating Each business day in Luxembourg. Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the Distributor. UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P and I are subject to a "Flat Fee" of maximum 1.900% p.a. calculated daily on the average total net assets of the class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 12

13 SUB-FUND 7 - BPER INTERNATIONAL SICAV - EQUITY EMERGING MARKETS Profile of the typical investor Historical performance Investment Policy The Sub-Fund is suitable for investors wanting to invest in a broadly diversified equity portfolio, including investments in Russia. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of this Sub-Fund is to invest primarily in stocks and other equity related securities of companies domiciled in Emerging Markets or which are chiefly active in these markets. Emerging Markets are all markets/countries included in the International Finance Corporation Composite Index and/or the MSCI Emerging Markets Index, as well as other countries/markets with a similar economical development or in which new equity markets have been recently established. This Sub-Fund may invest to a lesser extent of its net assets in closed-end undertakings for collective investments (UCI), in addition to its investments in open-ended UCIs. In the case of a UCI linked to the Fund by common management or control, or by a substantial direct or indirect holding, the UCI must be one that in accordance with its constitutional documents specialises in investments in Emerging Markets in accordance with the investment policy of the Sub-Fund and provided that such UCI is organised in jurisdictions where such vehicles are subject to control by a supervisory authority that is recognised as providing investor protection equivalent to that by Luxembourg authorities. Investments in UCI's may lead to a duplication of fees. The Sub-Fund may also invest in securities listed on the RTS Stock Exchange, on the Moscow Interbank Currency Exchange and on other regulated markets in Russia which would further be recognized as such by the Luxembourg authority. Investments on other markets in Russia, different from the before mentioned ones, fall under the restrictions of Article 16, Investment Guidelines, chapter 1.2. No fees or costs on account of the transaction relating to the shares or units in such UCI's may be charged by the Sub-Fund in the case of a UCI linked to the Fund by common management or control, or by a substantial direct or indirect holding. This Sub-Fund may hold liquidities on an ancillary basis. BPER International SICAV/ Sales Prospectus/ page 13

14 Risk Disclosure Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: The risks of expropriation, nationalisation and social, political and economic instabilities are greater in Emerging Markets as these markets have only reached an early stage of development. Investments in some of these markets may be affected by legal uncertainties (e.g., unresolved ownership rights) or by other factors arising from this special situation. It should also be taken into consideration that progress is not the same in all phases of this development and in all countries alike and that the resulting political effects can lead to temporary falls in the stock markets concerned. The most common risks associated with Emerging Markets may be summarised as follows: - fraudulent securities: given the lack of a regulatory structure it is possible that securities in which investments are made be found to be fraudulent. As a result, it is possible that loss may be suffered; - lack of liquidity: the accumulation and disposal of holdings may be more expensive, time consuming and generally more difficult than in more developed markets. In addition, due to the lack of liquidity, volatility may be higher. Many Emerging Markets are small, have low trading volumes, low liquidity and significant price volatility; - currency fluctuations: significant changes in the currencies of the countries in which investments are made vis-à-vis the Sub-Fund s accounting currency may occur following the investment of the Sub-Fund in these currencies. These changes may impact the total return of the Sub-Fund to a significant degree. In respect of currencies of certain emerging countries, it is not possible to undertake currency hedging techniques.; - repatriation restrictions: Emerging Markets may temporarily restrict or even prohibit the repatriation of currencies. In such cases the Sub-Fund may not be able to repatriate sales proceeds without any delay. In order to minimise the impact of these restrictions on redemption proceeds, the Sub-Fund shall diversify its investments in various Emerging Markets; - settlement and custody risks: settlement and custody systems in Emerging Markets are not as well developed as those in developed markets. Standards may not be as high and supervisory and regulatory authorities not as sophisticated. As a result there may be risks that settlement may be delayed and that cash or securities could be disadvantaged; - investment and remittance restrictions: in some cases, Emerging Markets may restrict the access for foreign investors to securities. As a result, certain equity securities may not always be available to the Sub-Fund, because the maximum permitted number of investment by foreign shareholders has been reached. In addition, the outward remittance by foreign investors of their share of net profits, capital and dividends may be restricted or require governmental approval. The Sub-Fund will only invest in markets in which it believes these restrictions to be acceptable. However, there can be no guarantee that additional restrictions will not be imposed; - accounting: accounting, auditing and financial reporting standards, practises and disclosure requirements applicable to companies in Emerging Markets differ from those applicable in more developed markets in respect of the nature, quality and timeliness of the information disclosed to investors and, accordingly, investment possibilities may be difficult to properly assess. This Sub-Fund therefore addresses risk-conscious investors. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency and "Class (EUR hedged) P" issued in EUR which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency and "Class (EUR hedged) I" issued in EUR which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. USD BPER International SICAV/ Sales Prospectus/ page 14

15 Distribution Policy of the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I Valuation Day "Class P" Class (EUR hedged) P Shares is "Class I" "Class P" Class (EUR hedged) I Shares is "Class I" Subscription Fee for "Class P" and "Class (EUR hedged) P" Subscription Fee for "Class I" and "Class (EUR hedged) I " Redemption fee for the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I" Conversion Fee for the "Class P", "Class I", "Class (EUR hedged) P" and "Class (EUR hedged) I" Portfolio Manager Flat Fee Accumulating Each business day in Luxembourg. Initial subscriptions: USD 100 Initial subscriptions: EUR 100 Initial subscriptions: USD 1000 Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the Distributor. UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P, I, (EUR hedged) P and (EUR hedged) I are subject to a "Flat Fee" of maximum 2.000% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 15

16 SUB-FUND 8 - BPER INTERNATIONAL SICAV - EQUITY EASTERN EUROPE Profile of the typical investor Historical performance Investment Policy Risk Disclosure The Sub-Fund is suitable for investors wanting to invest in a broadly diversified equity portfolio, including investments in Russia. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of this Sub-Fund is to invest primarily in stocks and other equity shares of companies domiciled in Eastern European Countries or which are chiefly active in these markets. Some of these markets may not be stock exchanges or "regulated markets", as defined under Article 16, Investment Guidelines, chapter "1.1 "Permitted investments of the Fund",. Therefore, investments in such markets, together with any other investments in transferable securities and money market instruments as not defined in Article 16, Investment Guidelines, chapter "1.1 "Permitted investments of the Fund" may not account for more than 10% of the Sub-Fund s net assets. In addition, the Fund is authorised to invest on an ancillary basis in the equity markets of countries in the western part of Europe. This Sub-Fund may invest to a lesser extent of its net assets in closed-end undertakings for collective investments (UCI), in addition to its investments in open-ended UCIs. In the case of a UCI linked to the Fund by common management or control, or by a substantial direct or indirect holding, the UCI must be one that in accordance with its constitutional documents specialises in investments in Eastern Europe Countries in accordance with the investment policy of the Sub-Fund and provided that such UCI is organised in jurisdictions where such vehicles are subject to control by a supervisory authority that is recognised as providing investor protection equivalent to that provided by Luxembourg authorities. The Sub-Fund may also invest in securities listed on the RTS Stock Exchange, on the Moscow Interbank Currency Exchange and on other regulated markets in Russia which would further be recognized as such by the Luxembourg authority. Investments on other markets in Russia, different from the before mentioned ones, fall under the restrictions of Article 16, Investment Guidelines, chapter 1.2. Investments in UCI's may lead to a duplication of fees. No fees or costs on account of the transaction relating to the shares or units in such UCI's may be charged by the Sub-Fund in the case of a UCI linked to the Fund by common management or control, or by a substantial direct or indirect holding. This Sub-Fund may hold liquidities on an ancillary basis. Due to the political and economic changes taking place in the countries of Central and Eastern Europe, investments in some of these markets may be affected by legal uncertainties (e.g., unresolved ownership rights) or by other factors arising from this special situation. It should also be taken into consideration that progress is not the same in all phases of this development and in all countries alike and that the resulting political effects can lead to temporary falls in the stock markets concerned. The most common risks associated with Central and Eastern European Markets may be summarised as follows: - fraudulent securities: given the lack of a regulatory structure it is possible that securities in which investments are made be found to be fraudulent. As a result, it is possible that loss may be suffered; - lack of liquidity: the accumulation and disposal of holdings may be more expensive, time consuming and generally more difficult than in more developed markets. In addition, due to the lack of liquidity, volatility may be higher. Many Central and Eastern European Markets are small, have low trading volumes, low liquidity and significant price volatility; - currency fluctuations: significant changes in the currencies of the countries in which investments are made vis-à-vis the Sub-Fund s accounting currency may occur following the investment of the Sub-Fund in these currencies. These changes may impact the total return of the Sub-Fund to a significant degree. In respect of currencies of certain emerging countries, it is not possible to undertake currency hedging techniques.; - settlement and custody risks: settlement and custody systems in Central and Eastern European Markets are not as well developed as those in developed markets. Standards may not be as high and supervisory and regulatory authorities not as sophisticated. As a result there may be risks that settlement may be delayed and that cash or securities could be disadvantaged; BPER International SICAV/ Sales Prospectus/ page 16

17 Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: Distribution Policy of the "Class P" and "Class I" Valuation Day "Class P" "Class I" Subscription Fee for "Class P" is: Subscription Fee for "Class I" is: Redemption Fee for the "Class P" and "Class I" Conversion Fee: for the "Class P" and "Class I" Portfolio Manager Flat Fee - investment and remittance restrictions: in some cases, Central and Eastern European Markets may restrict the access for foreign investors to securities. As a result, certain equity securities may not always be available to the Sub-Fund, because the maximum permitted number of investment by foreign shareholders has been reached. In addition, the outward remittance by foreign investors of their share of net profits, capital and dividends may be restricted or require governmental approval. The Sub-Fund will only invest in markets in which it believes these restrictions to be acceptable. However, there can be no guarantee that additional restrictions will not be imposed; - accounting: accounting, auditing and financial reporting standards, practises and disclosure requirements applicable to companies in Central and Eastern European Markets differ from those applicable in more developed markets in respect of the nature, quality and timeliness of the information disclosed to investors and, accordingly, investment possibilities may be difficult to properly assess. This Sub-Fund therefore addresses risk-conscious investors. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. EUR Accumulating Each business day in Luxembourg. Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the Distributor. UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share classes P and I are subject to a "Flat Fee" of maximum 2.200% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 17

18 Profile of the typical investor SUB-FUND 9 - BPER INTERNATIONAL SICAV GLOBAL CONVERTIBLE BOND EUR The Sub-Fund is suitable for investors wanting to invest in a broadly diversified portfolio of Global convertible bonds. Historical performance Investment Policy Use of Techniques and Instruments Retail Share Class The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of the Sub-Fund is to give the investors the opportunity to invest in a broadly diversified approach into the global convertible bond universe. The Sub-Fund enables the investors to incorporate convertible bonds as an asset class within an efficient portfolio and to improve the risk-return profile of the portfolio. The Sub-Fund is for investors wishing to participate in the growth of the stock market, but requiring a certain level of security, which is defined for a convertible issue by the so-called bond floor. It is the hybrid characteristics of convertible bonds which allow on the one hand side to benefit from the appreciation of the equity markets due to the increased value of conversion right embedded in a convertible bond and on the other hand to benefit from the security of a bond investment in times when the equity markets are less positive. Depending on the characteristics of the convertible bonds comprised in the Sub-Fund, the Sub-Fund may be more equity or bond sensitive and therefore correlate more with the equities or the bond markets. This Sub-Fund may hold liquidities on an ancillary basis. This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency which is an accumulating class dedicated to retail investors. Institutional Share Class Accounting Currency: Distribution Policy of the "Class P" and "Class I" Valuation Day "Class P" "Class I" Subscription Fee for "Class P" is: Subscription Fee for "Class I" is: Redemption fee of the "Class P" and "Class I" Conversion Fee of the "Class P" and "Class I" Shares of "Class I" issued in the Accounting Currency which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. EUR Accumulating Each business day in Luxembourg. Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the Distributor. BPER International SICAV/ Sales Prospectus/ page 18

19 Portfolio Manager Flat Fee UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P and I are subject to a "Flat Fee" of maximum 1.800% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV/ Sales Prospectus/ page 19

20 SUB-FUND 10 - BPER INTERNATIONAL SICAV GLOBAL MEDIUM TERM BOND Profile of the typical investor Historical performance Investment Policy The Sub-Fund is suitable for investors with a medium-term investment horizon who are interested in and able to accept medium-term risk, wanting to take the opportunities for achieving a higher current return against the benchmark, while giving due consideration to capital security and the liquidity of the Fund s assets. The performance of the Sub-Fund is outlined in the key investor information document relating to the Sub-Fund. The aim of the Sub-Fund is to achieve a higher current return against the benchmark, while giving due consideration to capital security and the liquidity of the Fund s assets. It invests its assets worldwide mainly in secured and unsecured debenture bonds, notes, similar fixed and variable interest bearing transferable securities (debt instruments and claims), all types of mortgage backed and asset backed securities, convertible bonds, convertible notes or bonds with warrants. The Sub-Fund may invest parts of its net assets in securities with a rating below BBB- (Standard & Poor s), a similar rating from a comparable agency or in so far as it concerns issues that do not have a rating a comparable internal UBS rating. The Sub-Fund investments are also broadly diversified in terms of sectors, issuers and ratings. The duration of the Sub-Fund will be actively managed against the duration of the benchmark. After deduction of liquidity, the Sub-Fund may invest up to one-third of its net assets in money-market instruments. A maximum of 25% of its net assets may be invested in convertible, exchangeable and warrant-linked bonds as well as convertible debentures. The aforementioned securities correspond to securities in accordance with Article 41 of the 2010 Law. As part of efficient asset management, the Sub-Fund may invest in all derivative financial instruments listed in the section entitled "Special techniques and instruments underlying securities and money-market instruments" subject to the guidelines set forth therein. The permitted underlying instruments comprise in particular those listed in 1.1 g). Investments are made in the currencies that are most suitable for the performance of the Sub- Fund. Investments may be made anywhere in the world. The currency risks of the investments in another currency are actively managed against the currency of account and, if necessary, are hedged to the greatest extent possible. Use of Techniques and Instruments Retail Share Class Institutional Share Class Accounting Currency: Distribution Policy of the "Class P" and "Class I" Valuation Day "Class P" "Class I" Subscription Fee for "Class P" is: This Sub-Fund may enter into transactions relating to techniques and instruments for investment purposes other than hedging in compliance with what is provided under Article 16, Investment Guidelines, chapter "Special techniques and instruments underlying securities and money market instruments" and in the interest of an orderly management of its assets. Due to their high volatility, investments in techniques and instruments are exposed to greater risks than direct investments in securities. Shares of "Class P" issued in the Accounting Currency which is an accumulating class dedicated to retail investors. Shares of "Class I" issued in the Accounting Currency which is an accumulating class dedicated to institutional investors as defined from time to time by the Luxembourg laws and regulations. EUR Accumulating Each business day in Luxembourg Initial subscriptions: EUR 100 Initial subscriptions: EUR 1000 Up to 3% of the subscribed amount (3.0927% of the net asset value) payable to the Distributor BPER International SICAV Sales Prospectus - page 20

21 Subscription Fee for "Class I" is: Redemption Fee for the "Class P" and "Class I" Conversion Fee for the "Class P" and "Class I" Portfolio Manager Flat Fee UBS AG, UBS Global Asset Management, Zurich was appointed portfolio manager for the Sub-Fund s assets. The portfolio management units of UBS Global Asset Management may transfer their mandates, fully or partially, to associated portfolio managers within UBS Global Asset Management. Responsibility in each case remains with the aforementioned portfolio manager appointed by the Fund. This Sub-Fund s share Classes P and I are subject to a "Flat Fee" of maximum 1.100% p.a. calculated daily on the average total net assets of the respective class during the month concerned. BPER International SICAV Sales Prospectus page 21