Investec Global Strategy Fund

Transcription

1 Investec Global Strategy Fund Prospectus May 2016 Société d Investissement à Capital Variable Investment Fund under Luxembourg Law

2 Investec Global Strategy Fund Société d Investissement à Capital Variable Investment Fund under Luxembourg Law Prospectus May 2016 VISA 2016/ PC L'apposition du visa ne peut en aucun cas servir d'argument de publicité Luxembourg, le Commission de Surveillance du Secteur Financier

3 1 Key Features of the Fund List of Sub-Funds Money Sub-Funds U.S. Dollar Money Fund Sterling Money Fund Euro Money Fund (the sub-fund was liquidated on 31 May 2016 and subsequently the Sub-Fund is no longer available for investment). Bond Sub-Funds Global High Yield Bond Fund Global Strategic Income Fund (to be merged into the Global Multi-Asset Income Fund on or around 17 June 2016) Investment Grade Corporate Bond Fund European High Yield Bond Fund Emerging Markets Short Duration Fund Emerging Markets Local Currency Total Return Debt Fund Emerging Markets Local Currency Dynamic Debt Fund Emerging Markets Local Currency Debt Fund Emerging Markets Hard Currency Debt Fund Emerging Markets Blended Debt Fund Emerging Markets Corporate Debt Fund Emerging Markets Investment Grade Corporate Debt Fund Asia Local Currency Bond Fund Renminbi Bond Fund Onshore Renminbi Bond Fund Latin American Corporate Debt Fund Target Return Bond Fund Multi-Asset Sub-Funds Global Multi-Asset Income Fund Global Strategic Managed Fund Global Diversified Growth Fund Global Diversified Growth Fund (Euro) Emerging Markets Multi-Asset Fund Equity Sub-Funds Global Equity Fund Global Strategic Equity Fund Global Dynamic Fund Global Dividend Fund Global Endurance Equity Fund Global Value Equity Fund Global Quality Equity Fund Global Franchise Fund Global Quality Equity Income Fund Global Real Estate Securities Fund American Equity Fund U.K. Alpha Fund Asian Equity Fund Asia Pacific Equity Fund All China Equity Fund Emerging Markets Equity Fund Latin American Equity Fund Mexican Equity Fund Latin American Smaller Companies Fund European Equity Fund Global Energy Fund Global Gold Fund Global Natural Resources Fund Enhanced Natural Resources Fund Specialist Sub-Funds Active Commodities Fund 2

4 The Fund Structure The Investec Global Strategy Fund is authorised under Part I of the Luxembourg law of 17 December 2010 relating to collective investment undertakings (loi concernant les organismes de placement collectif) (the Law of 2010 ). The Fund qualifies as an Undertaking for Collective Investment in Transferable Securities ( UCITS ) under Article 1 paragraph 2, points a) and b) of the UCITS Directive, and may therefore be offered for sale in European Union ( EU ) Member States (subject to registration in EU Member States other than Luxembourg). In addition, applications to register the Fund may be made in other countries. The Fund has appointed Investec Asset Management Luxembourg S.A. (the Management Company ) on 30 November 2014, to serve as its designated management company in accordance with the Law of The Management Company is a public limited company (société anonyme) incorporated on 8 July 2011 under registration number B The Management Company has been authorised by the CSSF to manage the business and affairs of the Fund pursuant to Chapter 15 of the Law of The registration of the Fund pursuant to Part I of the Law of 2010 constitutes neither approval nor disapproval by any Luxembourg authority as to the adequacy or accuracy of this Prospectus or as to the assets held in any Sub-Fund. Any representations to the contrary are unauthorised and unlawful. The Fund has legal personality under Luxembourg Law. Each Sub-Fund shall be treated as a separate entity for purposes of segregating income, expenses, assets, and liabilities without having a legal personality under Luxembourg law. Each Sub-Fund is only liable for its own debts and obligations. The liability of any Shareholder is limited to the Shares it holds in a Sub-Fund. How to Subscribe Applications for Subscriptions for Shares can be made on any Valuation Day prior to the relevant Trade Order Cut- Off Time for each Sub-Fund. Written applications for Shares should be addressed to the Global Distributor and Service Provider at the address given at the front of this Prospectus. In relation to certain jurisdictions, Subscriptions for Shares must be addressed to the local Investec Representative. For more information please see Section 5 below. Please refer to Appendix 1 of this Prospectus for details of the relevant Trade Order Cut-Off Time and Valuation Time for each Sub-Fund. Further information can be obtained at or from your usual Investec Representative or the Management Company. How to Redeem Valid written redemption applications should be received in good order by the Global Distributor and Service Provider no later than the relevant Trade Order Cut-Off Time on any Valuation Day for each Sub-Fund. In relation to certain jurisdictions, the application for redemption of Shares has to be addressed to the local Investec Representative. For further information please read Section 5.5 below. Please refer to Appendix 1 of this Prospectus for details of the relevant Trade Order Cut-Off Time and Valuation Time for each Sub-Fund. Further information can be obtained at or from your usual Investec Representative or the Management Company. Share Classes The Board of Directors may decide to create different Classes of Shares within each Sub-Fund whose assets will be invested in accordance with the specific investment policy of the relevant Sub-Fund but which may have any of the combination of the features as set out in Section 5.2 below. Each Sub-Fund may contain A, C, D, E, F, I, IX, J, JX, S and Z Classes of Shares, which may differ in the minimum subscription amount, minimum holding amount, eligibility requirements, and the fees and expenses applicable to them as listed in this Prospectus for each Sub-Fund. A Share may be either an Income Share or an Accumulation Share. An Income Share is denoted by the word Inc, Inc-2 or Inc-3 in the Share Class name. An Accumulation Share is denoted by the word Acc in the Share Class name. An Income Share entitles the Shareholder to distributions of all or part of the income of the Sub-Fund in which such Share is held. An Accumulation Share does not entitle the Shareholder to income payments. Any income accruing to an Accumulation Share will instead be accrued daily in the Net Asset Value of such Share. For any Inc-2 and Inc-3 Share Classes, the expenses in relation to these Share Classes will be charged to their capital account, notwithstanding the underlying distribution policy of the relevant Sub-Fund. This will have the effect of increasing the Share Class distributions (which may be taxable) whilst reducing its capital to an equivalent extent. This could constrain future capital and income growth. 3

5 The availability of any Share Class detailed above may differ from Sub-Fund to Sub-Fund. A complete list of currently available Share Classes may be requested from your usual Investec Representative or the Management Company. A copy of this list may be downloaded at or may be obtained from the registered office of the Fund or the Management Company upon request. Recent Sub-Fund Mergers The Fund s Enhanced Global Energy Fund transferred and merged all of its assets and liabilities with the Fund s Global Energy Fund on 11 December The Fund s Global Strategic Income Fund intends to transfer and merge all of its assets and liabilities with the Fund s Global Multi-Asset Income Fund on or around 17 June Recent Sub-Fund Liquidations The Fund s Euro Money Fund entered into liquidation on 31 May Subsequently, the Sub-Fund is no longer available for investment. Prospectus, Key Investor Information Documents and Articles of Incorporation Copies of the Prospectus, the Key Investor Information Documents and the Articles of Incorporation of the Fund may be obtained free of charge during normal office hours at the registered office of the Fund or the registered office of the Management Company or via the Co-ordinator s website ( Report and Accounts Audited annual reports shall be available within four months following the end of the Fund s financial year being 31 December and unaudited semi-annual reports shall be available within two months as at the end of the preceding June. Such reports form an integral part of this Prospectus. The annual and semi-annual reports shall be made available at the registered offices of the Fund, the Management Company and the Depositary during ordinary office hours. The annual and semi-annual reports shall be made available via the Co-ordinator s website ( Shareholders may also request a paper copy of the annual and semi-annual reports free of charge. Please contact your usual Investec Representative should you wish to receive a paper copy. Material Agreements Copies of the material agreements entered into by the Fund may be available for inspection to Shareholders free of charge during normal office hours at the registered office of the Fund or the registered office of the Management Company. Annual General Meeting The Annual General Meeting of Shareholders will be held on the second Thursday in June unless otherwise communicated. Complaints Handling If you have a complaint to make about the operation of the Fund please submit it in writing to the Global Distributor and Service Provider at PO Box 250, Glategny Court, Glategny Esplanade, St Peter Port, Guernsey, GY1 3QH, Channel Islands (marked for the attention of Head of Compliance). The details of the Management Company s complaints handling procedures may be obtained free of charge during normal office hours at the registered office of the Fund or the registered office of the Management Company. Investor Rights The Board of Directors of the Fund draws investors attention to the fact that any investor will only be able to fully exercise his investor rights directly against the Fund, notably the right to participate in general Shareholders meetings, if the investor is registered himself and in his own name in the Shareholders register of the Fund. In cases where an investor invests in the Fund through an intermediary in the intermediary s name on behalf of the investor, it may not always be possible for the investor to exercise certain shareholder rights directly against the Fund. Investors are advised to take advice on their rights. 4

6 Notice to Prospective Investors Prospective investors should review this Prospectus carefully and in its entirety and consult with their legal, tax and financial advisors in relation to (i) the legal and regulatory requirements within their own countries for the subscribing, purchasing, holding, converting, redeeming or disposing of Shares; (ii) any foreign exchange restrictions to which they are subject in their own countries in relation to the subscribing, purchasing, holding, converting, redeeming or disposing of Shares; (iii) the legal, tax, financial or other consequences of subscribing for, purchasing, holding, converting, redeeming or disposing of Shares; and (iv) any other consequences of such activities. Shareholders should inform themselves about and observe any applicable legal requirements before dealing in any Shares of the Fund. It is the responsibility of any Shareholder to satisfy himself as to the full observance of the laws and regulatory requirements of the relevant jurisdiction, including obtaining any governmental, exchange control or other consents which may be required, or compliance with other necessary formalities needing to be observed and payment of any issue, transfer or other taxes or duties due in such jurisdiction. Any such Shareholder will be responsible for any such issue, transfer or other taxes or payments by whomsoever payable and the Fund (and any person acting on behalf of it) shall be fully indemnified and held harmless by such Shareholder for any such issue, transfer or other taxes or payments as the Fund (and any person acting on behalf of it) may be required to pay. The Board of Directors, whose names appear in Section 2 below, accepts responsibility for the information contained in this Prospectus. To the best of the knowledge and belief of the Board of Directors (who have taken reasonable care to ensure that such is the case) the information contained in this Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information. The Board of Directors accepts responsibility accordingly. Any information or representation given or made by any person which is not contained herein or in any other document which may be available for inspection by the public should be regarded as unauthorised and should accordingly not be relied upon. Neither the delivery of this Prospectus nor the offer, issue or sale of Shares shall under any circumstances constitute a representation that the information given in this Prospectus is correct as at any time subsequent to the date hereof. Shares are offered on the basis of the information contained in this Prospectus and the documents referred to herein. The Shares should be viewed as medium to long-term investments. The price of Shares and any income earned on the Shares may go down as well as up, and investors may not get back the amount they have invested in the Fund. No guarantees as to future performance of, or future return from, the Fund can be given by the Fund itself, or by the Board of Directors, by the Global Distributor and Service Provider, or any of its affiliates, or by any of their directors or officers, or by any authorised dealers. In addition, deduction of the applicable Initial Charge means that an investor may not get back the full amount he invested. Before investing, a prospective investor should consider the risks involved in such investment. Please see Section 4.3 and Appendix 2. Before consent to distribute this Prospectus is granted, certain jurisdictions require that it be translated into an appropriate language. Unless contrary to local law in the jurisdiction concerned in the event of any inconsistency or ambiguity in relation to the meaning of any word or phrase in any translation, the English version shall prevail. The distribution of this Prospectus in other jurisdictions may also be restricted; persons into whose possession this Prospectus comes are required to inform themselves about and to observe any such restrictions. This Prospectus does not constitute an offer by anyone in any jurisdiction in which such offer is not authorised or to any person to whom it is unlawful to make such offer. Notice to US Shareholders Only The Shares have not been approved or disapproved by the United States Securities and Exchange Commission, or any other United States federal or state securities regulatory authority, and no such commission or authority has passed upon the merits of the offer of the Shares or the accuracy or adequacy of the information contained in this Prospectus, nor is it intended that any commissioner or authority will do so. Any representation to the contrary is a criminal offence in the United States. None of the Shares, as defined below, have been or will be registered under the 1933 Act or under the securities laws of any state or political subdivision of the United States of America or any of its territories, possessions or other areas subject to its jurisdiction including the Commonwealth of Puerto Rico (the United States ), and such Shares may be offered, sold or otherwise transferred only in compliance with the 1933 Act and such state or other securities laws. Certain restrictions also apply to the subsequent transfer of Shares in the United States or to or for the account of any US Person (as defined in Regulation S under the 1933 Act) which includes any resident of the United States, or any corporation, partnership or other entity created or organised in or under the laws of the United States (including any estate of any such person created or organised in the United States). The attention of investors is drawn to certain compulsory redemption provisions applicable to US Persons described under Section 5 below. 5

7 Neither the Fund nor any Sub-Fund has been and they will not be registered under the 1940 Act, in reliance on Section 3(c) of that Act, and any beneficial ownership by US Persons may be restricted. Notwithstanding the foregoing prohibition on offers and sales in the United States of America or to or for the benefit of United States residents, private sales of Shares may be permitted to a limited number of US Persons who must each be an Accredited Investor and, in addition, must be a Qualified Purchaser (subject to minimum levels of investment determined by the Board of Directors of the Fund) and provided that: (a) such issue or transfer of Shares does not result in a violation of the 1933 Act or other securities laws; (b) such issue or transfer will not require the Fund to register under the United States Investment Company Act of 1940; (c) such issue or transfer will not cause any assets of the Fund to be "plan assets" for the purposes of ERISA (US Employee Retirement Income Securities Act of 1974 (as amended)) or Section 4975 of the US Internal Revenue Code of 1986 (as amended); and (d) such issue or transfer will not result in any adverse regulatory or tax consequences to the Fund or its Shareholders. Each applicant for and transferee of Shares who is a US Person will be required to provide such representations, warranties or documentation as may be required to ensure that these requirements are met prior to the issue, or the registration of any transfer, of Shares. Notice to Canadian Shareholders Only The Shares will not be publicly offered in Canada. Any offering of Shares in Canada will be made only by way of private placement: (i) pursuant to a Canadian offering memorandum containing certain prescribed disclosure, (ii) on a basis which is exempt from the requirement that the Fund prepare and file a prospectus with the relevant Canadian securities regulatory authorities and pursuant to applicable requirements in the relevant Canadian jurisdictions, and (iii) to persons or entities that are accredited investors (as such term is defined in National Instrument Prospectus and Registration Exemptions) and, if required, permitted clients (as such term is defined in National Instrument Registration Requirements, Exemptions and Ongoing Registrant Obligations). The Fund is not registered in any capacity in any jurisdiction in Canada and may rely on one or more exemptions from various registration requirements in certain Canadian jurisdictions. In addition to being an accredited investor, a Canadian-resident Shareholder may also be required to be a permitted client. If a Canadian-resident Shareholder, or a Shareholder that has become a Canadian-resident after purchasing Shares, is required to be a permitted client and does not qualify, or no longer qualifies, as a permitted client, the Shareholder will not be able to purchase any additional Shares and may be required to redeem their outstanding Shares. Notice to Australian Shareholders Only This Prospectus and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of Shares may not be circulated or distributed, nor may Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to the public or any member of the public in Australia or to Australian domiciled persons except where such persons are wholesale clients as defined in section 761G of the Corporations Act 2001 (Cth) and where disclosure would not be required under Chapter 6D or Part 7.9 of the Corporations Act 2001 (Cth). This Prospectus is issued by the Fund. The Fund is not licensed in Australia to provide financial product advice in relation to the Shares. An investor in the Shares will not have cooling off rights. 6

8 2 Directory REGISTERED OFFICE 49, avenue J.F. Kennedy L-1855 Luxembourg Grand Duchy of Luxembourg MANAGEMENT COMPANY S REGISTERED OFFICE 32-36, boulevard d Avranches L-1160 Luxembourg Grand Duchy of Luxembourg CO-ORDINATOR Investec Asset Management Limited Woolgate Exchange 25 Basinghall Street London EC2V 5HA United Kingdom BOARD OF DIRECTORS Claude Niedner Partner, Arendt & Medernach S.A. 41A, avenue J.F. Kennedy L-2082 Luxembourg Grand Duchy of Luxembourg Greg Cremen 19, rue de Bitbourg L-1273 Luxembourg Grand Duchy of Luxembourg John Green c/o Investec Asset Management (Pty) Limited 36 Hans Strijdom Avenue Foreshore Cape Town 8001 South Africa Kim McFarland (Chairman) c/o Investec Asset Management Limited Woolgate Exchange 25 Basinghall Street London EC2V 5HA United Kingdom Grant Cameron c/o Investec Asset Management Guernsey Limited Glategny Court, Glategny Esplanade St Peter Port, Guernsey GY1 3QH Channel Islands Michael Ryder Richardson c/o Investec Asset Management Limited Woolgate Exchange 25 Basinghall Street London EC2V 5HA United Kingdom 7

9 MANAGEMENT COMPANY Investec Asset Management Luxembourg S.A , boulevard d Avranches L-1160 Luxembourg Grand Duchy of Luxembourg CONDUCTING OFFICERS OF THE MANAGEMENT COMPANY Johan Schreuder (Managing Director) c/o Investec Asset Management Luxembourg S.A , boulevard d Avranches L-1160 Luxembourg Grand Duchy of Luxembourg Grant Cameron c/o Investec Asset Management Guernsey Limited Glategny Court, Glategny Esplanade St Peter Port, Guernsey GY1 3QH Channel Islands Markus Hahnfeld c/o Investec Asset Management Luxembourg S.A , boulevard d Avranches L-1160, Luxembourg Grand Duchy of Luxembourg Sonya Slater c/o Investec Asset Management Limited Woolgate Exchange 25 Basinghall Street London EC2V 5HA United Kingdom INVESTMENT MANAGER Investec Asset Management Limited Woolgate Exchange 25 Basinghall Street London EC2V 5HA United Kingdom SUB-INVESTMENT MANAGERS Investec Asset Management (Pty) Limited 36 Hans Strijdom Avenue, Foreshore Cape Town 8001 South Africa Compass Group LLC 135 East 57th Street, 30th Floor, New York, New York U.S.A. Investec Asset Management Singapore Pte. Limited 25 Duxton Hill #03-01 Singapore DEPOSITARY State Street Bank Luxembourg S.C.A. 49, avenue J.F. Kennedy L-1855 Luxembourg Grand Duchy of Luxembourg 8

10 ADMINISTRATOR AND DOMICILIARY AGENT State Street Bank Luxembourg S.C.A. 49, avenue J.F. Kennedy L-1855 Luxembourg Grand Duchy of Luxembourg REGISTRAR AND TRANSFER AGENT RBC Investor Services Bank S.A. 14, porte de France L-4360 Esch-sur-Alzette Grand Duchy of Luxembourg GLOBAL DISTRIBUTOR AND SERVICE PROVIDER Investec Asset Management Guernsey Limited Glategny Court, Glategny Esplanade St Peter Port, Guernsey GY1 3QH Channel Islands REPRESENTATIVES Botswana Representative Investec Asset Management Botswana (Pty) Ltd Plot Unit 5 Fairgrounds Gaborone Botswana Hong Kong Representative Investec Asset Management Hong Kong Limited Suites , Tower 2, The Gateway, Harbour City, Tsimshatsui, Kowloon, Hong Kong Irish Facilities Agent J.P. Morgan Administration Services (Ireland) Limited J.P. Morgan House International Financial Services Centre Dublin 1 Ireland Singapore Representative Investec Asset Management Singapore Pte. Limited 8 Wilkie Road #03-01, Wilkie Edge Singapore (228095) Spanish Representative Allfunds Bank S.A. Calle de la Estafeta, Alcobendas Madrid Spain South African Representative Investec Fund Managers SA (RF) (Pty) Limited 36 Hans Strijdom Avenue Foreshore Cape Town 8001 South Africa 9

11 Swiss Representative and Paying Agent RBC Investor Services Bank S.A., Esch-sur-Alzette, Zurich Branch Badenerstrasse 567 P.O. Box 1292 CH-8048 Zurich Switzerland United Kingdom Facilities Agent Investec Asset Management Limited Woolgate Exchange 25 Basinghall Street London EC2V 5HA United Kingdom AUDITORS KPMG Luxembourg, Société coopérative 39, avenue J.F. Kennedy L-1855 Luxembourg Grand Duchy of Luxembourg LEGAL ADVISOR Arendt & Medernach S.A. 41A, avenue J.F. Kennedy L-2082 Luxembourg Grand Duchy of Luxembourg 10

12 Contents 1 Key Features of the Fund Directory Definitions Investment Policies General Investment Objective and Policy of the Fund Specific Investment Objective and Policy of each of the Sub-Funds Risk Factors Performance The Shares Subscription for Shares Class Description, Minimum Subscription and Shareholding Listing of Shares Conversion of Shares Redemption of Shares Transfer of Shares Late Trading and Market Timing Data Protection General Information Organisation Meetings and Announcements Reports and Accounts Allocation of Assets and Liabilities among the Sub-Funds Determination of the Net Asset Value per Share Publication of the Net Asset Value per Share Temporary Suspension of Issues, Redemptions and Conversions Liquidation of the Fund Liquidation of Sub-Funds Merger of the Fund and its Sub-Funds Material Contracts Documents Dividend Policy Income Shares Smoothing Policy Equalisation Accumulation Shares Management and Administration

13 8.1 The Board of Directors Management Company Investment Manager The Sub-Investment Managers Depositary Administrator and Domiciliary Agent Registrar and Transfer Agent Listing Agent Global Distributor and Service Provider Co-ordinator Management and Fund Charges Management Fees Initial Charge Redemption Charge Performance Fee Management Company Fee Administration Servicing Fee Distribution Fee Depositary Fee Operating and Administrative Expenses Transaction Fees and Commission Sharing Arrangements Rebate Arrangements Extraordinary Expenses Investment Restrictions and Techniques and Instruments Investment Restrictions Investment Techniques and Instruments Collateral Management Risk Management Process Taxation General The Fund Shareholders Net Wealth Tax Belgian Net Asset Tax Value Added Tax Other Taxes Automatic exchange of information Common Reporting Standards

14 US Foreign Account Tax Compliance Requirements ( FATCA ) Appendix 1: The Specifics of the Sub-Funds of the Fund Section 1: U.S. Dollar Money Fund Section 2: Sterling Money Fund Section 3: Euro Money Fund^ Section 4: Emerging Markets Short Duration Fund Section 5: Target Return Bond Fund Section 6: Global High Yield Bond Fund Section 7: Global Strategic Income Fund* Section 8: Investment Grade Corporate Bond Fund Section 9: European High Yield Bond Fund Section 10: Emerging Markets Local Currency Total Return Debt Fund Section 11: Emerging Markets Local Currency Dynamic Debt Fund Section 12: Emerging Markets Local Currency Debt Fund Section 13: Emerging Markets Hard Currency Debt Fund Section 14: Emerging Markets Blended Debt Fund Section 15: Emerging Markets Investment Grade Corporate Debt Fund Section 16: Emerging Markets Corporate Debt Fund Section 17: Asia Local Currency Bond Fund Section 18: Renminbi Bond Fund Section 19: Onshore Renminbi Bond Fund Section 20: Latin American Corporate Debt Fund Section 21: Global Multi-Asset Income Fund** Section 22: Global Strategic Managed Fund Section 23: Global Diversified Growth Fund Section 24: Global Diversified Growth Fund (Euro) Section 25: Emerging Markets Multi-Asset Fund Section 26: Global Equity Fund Section 27: Global Strategic Equity Fund Section 28: Global Dynamic Fund Section 29: Global Dividend Fund Section 30: Global Endurance Equity Fund Section 31: Global Value Equity Fund Section 32: Global Quality Equity Fund Section 33: Global Franchise Fund Section 34: Global Quality Equity Income Fund

15 Section 35: Global Real Estate Securities Fund Section 36: American Equity Fund Section 37: U.K. Alpha Fund Section 38: Asian Equity Fund Section 39: All China Equity Fund Section 40: Asia Pacific Equity Fund Section 41: Emerging Markets Equity Fund Section 42: Latin American Equity Fund Section 43: Mexican Equity Fund Section 44: Latin American Smaller Companies Fund Section 45: European Equity Fund Section 46: Global Energy Fund** Section 47: Global Gold Fund Section 48: Global Natural Resources Fund Section 49: Enhanced Natural Resources Fund Section 50: Active Commodities Fund Appendix 2: Risk Factors Appendix 3: Performance Fees Appendix 4: Global Exposure and Expected Leverage Level

16 3 Definitions The following summary is qualified in its entirety by reference to the more detailed information included elsewhere in this Prospectus Act means the United States Securities Act of 1933, as may be amended from time to time Act means the United States Investment Company Act of 1940, as may be amended from time to time. Accredited Investor Accumulation Shares Administrator All China or Greater China Articles of Incorporation Asian Borrower Asian Company Asian Corporate Borrower Asian Sovereign Borrower Board of Directors Business Day means any investor that is an accredited investor as defined in Regulation D of the 1933 Act. means a Class which does not entitle its Shareholders to income payments. means State Street Bank Luxembourg S.C.A. means the region comprised of the PRC, Hong Kong, Macau and Taiwan for the purposes of this Prospectus. means the articles of incorporation of the Fund. means a borrower that is an Asian Corporate Borrower and/or an Asian Sovereign Borrower. means any company that is (i) listed or has its registered office in an Asian market; (ii) listed or has its registered office outside of an Asian market but carries out a significant proportion of its operations in an Asian market or derives a material proportion of its revenues or profits from an Asian market; and/or (iii) is controlled by an entity established in an Asian market. means a borrower that is an Asian Company either has its registered office in an Asian market, or has its registered office outside of an Asian market but carries out a significant proportion of its operations in Asian markets and/or is controlled by an entity established in an Asian market. means a borrower that is either a government, government agency or supranational body based in an Asian market, or whose debt securities are guaranteed by a government, government agency or supranational body based in an Asian market. means the board of directors of the Fund, as may be appointed from time to time. means any full day on which banks in both Luxembourg and the United Kingdom are open for normal banking business except for the 24 December in each year. In addition, the following days will not be regarded as Business Days for the following Sub-Funds: Active Commodities Fund Any days which are public holidays in the United States of America, excluding Columbus Day and All China Equity Fund and Onshore Renminbi Bond Fund Veterans Day. Any days which are public holidays in the PRC or Hong Kong. 15

17 Latin American Equity Fund and Latin American Smaller Companies Fund Any days which are public holidays in Brazil to cover the Carnival Holiday Period. Mexican Equity Fund Any days which are public holidays in Mexico. Renminbi Bond Fund Any days which are public holidays in Hong Kong. CCASS CDSC China or Mainland China or PRC China A Shares Chinese Borrower Chinese Company Chinese Corporate Borrower Chinese Sovereign Borrower Class(es) Conducting Officers Contingent Convertibles or CoCos Means the Hong Kong Central Clearing and Settlement System means a contingent deferred sales charge which may be applied to any E Share Class. The CDSC is charged as a percentage of the Net Asset Value per Share and is applied, upon redemption, to the total amount of the Shareholder s redemption from the relevant Share Class. See Section 5.2 for further details. means the People s Republic of China (excluding Hong Kong, Macau and Taiwan for the purposes of this Prospectus). means Renminbi-denominated A shares in mainland China-based companies that trade on Chinese stock exchanges such as the Shanghai Stock Exchange and the Shenzhen Stock Exchange. means a borrower that is a Chinese Corporate Borrower and/or a Chinese Sovereign Borrower. means any company that is (i) listed or has its registered office in Greater China; (ii) listed or has its registered office outside of Greater China but carries out a significant proportion of its operations in Greater China or derives a material proportion of its revenues or profits from Greater China; and/or (iii) is controlled by an entity established in Greater China. means a borrower that is a Chinese Company. means a borrower that is either a government, government agency or supranational body based in Greater China, or whose debt securities are guaranteed by a government, government agency or supranational body based in Greater China. means within each Sub-Fund, separate classes of Shares (the Class or Classes or Share Class(es) ) whose assets will be commonly invested but where a specific sales charge structure, fee structure, minimum subscription amount or dividend policy or such other distinctive feature as decided from time to time by the Board of Directors may be applied. If different Classes are issued within a Sub-Fund, the details of each Class are described in the relevant section of Appendix 1. means the conducting officers of the Management Company. means contingent capital securities (which may be automatically written down upon the occurrence of a specific event) and contingent convertible securities 16

18 (which may be automatically converted into an equity security upon the occurrence of a particular event) (please also refer to the specific risk factor Contingent Convertibles or CoCos under Appendix 2). Conversion of Shares Coordinator CSDCC CSRC CSSF means the conversion by Shareholders of all or part of their Shares of any Class of a Sub-Fund into Shares of another existing Class of that or another Sub-Fund on the basis of the Net Asset Values of both Classes concerned. means Investec Asset Management Limited. means the China Securities Depository and Clearing Corporation Limited. means the China Securities Regulatory Commission. means the Commission de Surveillance du Secteur Financier. CSSF Circular 11/512 means the CSSF circular 11/512 of 30 May 2011 determining the (i) presentation of the main regulatory changes in risk management following the publication of CSSF Regulation 10-4 and ESMA clarifications, (ii) further clarifications from the CSSF on risk management rules and (iii) the definition of the content and format of the risk management process to be communicated to the CSSF. CSSF Circular 12/546 means the CSSF circular 12/546 of 24 October 2012 concerning authorisation and organisation of Chapter 15 management companies and self-managed UCITS. CSSF Regulation No means the CSSF regulation 10-4 of 24 December 2010 transposing Commission Directive 2010/43/EU of 1st July 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council as regards organizational requirements, conflicts of interest, conduct of business, risk management and content of the agreement between a depositary and a management company. Currency Denomination Depositary Domiciliary Agent Duration Hedged Share Class Emerging Markets Borrower Emerging Markets Company means the currency in which a Class of a Sub-Fund is calculated and reported. means State Street Bank Luxembourg S.C.A. means State Street Bank Luxembourg S.C.A. means a Share Class that uses derivatives with the aim of reducing its sensitivity to interest rate changes, as described further in Section 5.2. means a borrower that is an Emerging Markets Corporate Borrower and/or an Emerging Markets Sovereign Borrower. means any company that is (i) listed or has its registered office in an emerging market; (ii) listed or has its registered office outside of an emerging market but carries out a significant proportion of its operations in an emerging market or derives a material proportion of its revenues or profits from an emerging market; and/or (iii) is controlled by an entity established in an emerging market. 17

19 Emerging Markets Corporate Borrower Emerging Markets Sovereign Borrower ESMA ESMA Guidelines 2012/832 EU European Borrower European Company European Corporate Borrower European Sovereign Borrower Fitch FSMA Fund Global Distributor and Service Provider Group of Companies HKSCC Inc-2 Share Class Inc-3 Share Class Income Shares means a borrower that is an Emerging Markets Company. means a borrower that is either a government, government agency or supranational body based in an emerging market, or whose debt securities are guaranteed by a government, government agency or supranational body based in an emerging market. means the European Securities and Markets Authority. means the ESMA guidelines on ETFs and other UCITS issues (ESMA 2012/832) published on 18 December 2012, as amended by the ESMA Guidelines published on 1 st August 2014 (ESMA/2014/937). means the European Union. means a borrower that is a European Corporate Borrower and/or a European Sovereign Borrower. means any company that is (i) listed or has its registered office in a European market; (ii) listed or has its registered office outside of a European market but carries out a significant proportion of its operations in a European market or derives a material proportion of its revenues or profits from a European market; and/or (iii) is controlled by an entity established in a European market. means a borrower that is a European Company. means a borrower that is either a government, government agency or supranational body based in a European market, or whose debt securities are guaranteed by a government, government agency or supranational body based in a European market. means Fitch Ratings (or any of its legal successors). means the United Kingdom s Financial Services and Markets Act means Investec Global Strategy Fund. means Investec Asset Management Guernsey Limited. means companies belonging to the same body of undertakings and which must draw up consolidated accounts in accordance with Council Directive 83/349/EEC of 13 June 1983 on consolidated accounts or according to recognised international accounting rules, as amended. means the Hong Kong Securities and Clearing Corporation Limited any Income Shares where the word Inc in the Share Class name is followed by the number 2. any Income Shares where the word Inc in the Share Class name is followed by the number 3. means a Class which entitles its Shareholders to distribution of all or part of the income of the Sub-Fund in which such Shares are held. 18

20 Initial Charge means the charge levied for the subscription of certain Classes of Shares as disclosed in Appendix 1 which may be applied or may be waived in whole or in part at the discretion of the Board of Directors and paid to the Global Distributor and Service Provider. All or part of the Initial Charge paid to the Global Distributor and Service Provider (if any) may be paid to, and retained by, various sub-distributors, intermediaries, dealers and investors. Institutional Investors means institutional investors as determined in accordance with Luxembourg legal practice and this current practice is further described in Section 5.2 of the Prospectus. Interest Rate Differential Investec Group Investec Representative Investment Grade Investment Manager IRD Share Class Latin American Borrower Latin American Company Latin American Corporate Borrower means the difference in interest rates between two similar interest-bearing assets. means companies that are connected or are otherwise associated with Investec Asset Management Limited. means the representatives specifically mentioned in this Prospectus as well as the local representatives that the Fund may appoint from time to time. means, in respect of securities, a rating (or an equivalent rating by a reputable credit rating agency, where coverage by S&P, Fitch or Moody s is not available) at the time of investment of at least: (i) BBBby S&P or Fitch or Baa3 by Moody s (or as such ratings may be amended from time to time); or (ii) for commercial paper, A-2 by S&P, F-2 by Fitch or Prime-2 by Moody s (or as such ratings may be amended from time to time). means Investec Asset Management Limited. means a Share Class for which the Investment Manager will use currency hedging transactions to reduce the impact of exchange rate movements between the relevant Sub-Fund s Reference Currency and the Currency Denomination of the IRD Share Class, in line with the methodology used for Reference Currency Hedged Share Classes, as described further in Section 5.2. In addition, any distributions made in relation to such an IRD Share Class may include a component of interest rate differential resulting from the Investment Manager s currency hedging transactions. The interest rate differential resulting from the Investment Manager s currency hedging transactions is based on the difference in interbank interest rates between the Currency Denomination of the IRD Share Class and the relevant Sub-Fund s Reference Currency. means a borrower that is a Latin American Corporate Borrower and/or a Latin American Sovereign Borrower. means any company that is (i) listed or has its registered office in a Latin American market; (ii) listed or has its registered office outside of a Latin American market but carries out a significant proportion of its operations in a Latin American market or derives a material proportion of its revenues or profits from a Latin American market; and/or (iii) is controlled by an entity established in a Latin American market. means a borrower that is a Latin American Company. 19

21 Latin American Sovereign Borrower means a borrower that is either a government, government agency or supranational body based in a Latin American market, or whose debt securities are guaranteed by a government, government agency or supranational body based in a Latin American market. Law of 2010 means the Luxembourg law of 17 December 2010 relating to undertakings for collective investment, as amended. Member State Money Market Instruments Moody s Net Asset Value Net Asset Value per Share Non-Investment Grade OECD Ongoing Charges Other Regulated Market Portfolio Currency Hedged Share Class or PCHSC Qualified Purchaser means a member state of the EU. means instruments normally dealt in on the money market which are liquid under normal market conditions and have a value which can be accurately determined at any time by reference to market price. means Moody s Investor Service (or any of its legal successors). means the value of the assets of the Fund or of any Sub-Fund less the liabilities of the Fund (or of the Sub- Fund concerned). means the net asset value of the Shares of each Share Class, as determined pursuant to section 6.5 of this Prospectus. means, in respect of securities, securities rated below securities which are of Investment Grade. means the Organisation for Economic Co-operation and Development. means, in accordance with Commission Regulation (EU) No 583/2010 of 1 July 2010, all annual charges and other payments taken from the assets of the relevant Sub-Fund over a defined period, and based on the figures for the preceding year. means a market which is regulated, operates regularly and is open to the public, namely a market (i) that meets the following cumulative criteria: liquidity; multilateral order matching (general matching of bid and ask prices in order to establish a single price); transparency (the circulation of complete information in order to give clients the possibility of tracking trades, thereby ensuring that their orders are executed on current conditions); (ii) on which the securities are dealt in at a certain fixed frequency, (iii) which is recognised by a State or by a public authority which has been delegated by that State or by another entity which is recognised by that State or by that public authority such as a professional association and (iv) on which the securities dealt are accessible to the public. means a Share Class for which the Investment Manager (or its delegate) will use hedging transactions to reduce the impact of exchange rate movements between the currency denomination of the PCHSC and the primary currency exposures in the relevant Sub- Fund s portfolio, as described further in Section 5.2. means any investor that is a qualified purchaser as defined in the 1940 Act and the rules promulgated thereunder. 20

22 Reference Currency Reference Currency Hedged Share Class or RCHSC Registrar and Transfer Agent Regulated Market Regulatory Authority Renminbi or RMB RQFII RQFII quota means the currency in which the accounts of the Sub- Fund are reported as set out for each Sub-Fund in Appendix 1. means a Share Class for which the Investment Manager (or its delegate) will use hedging transactions to reduce the impact of exchange rate movements between the currency denomination of the RCHSC and the Reference Currency of the relevant Sub-Fund, as described further in Section 5.2. means RBC Investor Services Bank S.A. means a market as defined in Directive 2004/39/EC of 21 April 2004 of the European Parliament and the Council, as amended. means the CSSF or its successor, the Luxembourg authority in charge of the supervision of the undertakings for collective investment in the Grand Duchy of Luxembourg. means the currency of the PRC. means a Renminbi Qualified Foreign Institutional Investor as approved under and subject to the applicable regulations in China. means the investment quota granted to the Investment Manager, from time to time, under the RQFII rules and regulations by the relevant Mainland Chinese authorities.* *Should you require additional information regarding the Investment Manager s RQFII quota please contact your usual Investec Representative. RQFII Sub-Funds SAFE SEHK SFC Shares Shareholder SSE Standard & Poor s or S&P State Stock Connect means those Sub-Funds which make use of the RQFII quota to invest in securities issued in Mainland China. means the State Administration of Foreign Exchange in China. means the Stock Exchange of Hong Kong Limited. means the Securities and Futures Commission in Hong Kong. means the fully paid for shares of each Sub-Fund in registered form and without certificates. Fractions of Shares will be issued up to three decimal places. means a holder of registered Shares of a Sub-Fund. means the Shanghai Stock Exchange. means Standard & Poor s Financial Services LLC (S&P) (or any of its legal successors). means a State which is not a Member State. means Shanghai-Hong Kong Stock Connect, the mutual market access programme through which investors can deal in select securities listed on the SSE through the SEHK and clearing house in Hong Kong (Northbound trading) and Chinese domestic investors can deal in select securities listed on the SEHK through the SSE and clearing house in Shanghai (Southbound trading). 21

23 Sub-Fund(s) means one or more sub-funds in the Fund, which are distinguished mainly by their specific investment policy and objective and/or by the Reference Currency. The specifications of each Sub-Fund are described in Appendix 1. The Board of Directors may, at any time, decide to create additional Sub-Funds and, in such case, this Prospectus will be updated. Sub-Investment Manager means each of the sub-investment managers appointed, from time to time, in relation to a Sub-Fund by the Investment Manager. Subscription for Shares Trade Order Cut-Off Time Transferable Securities means the subscription for Shares at the Net Asset Value per Share. means the time as set out in Appendix 1 for the relevant Sub-Fund. means: - shares in companies and other securities equivalent to shares in companies; - bonds and other forms of securitised debt instruments; - any other negotiable securities which carry the right to acquire any such transferable securities by subscription or exchange; excluding techniques and instruments. UCI(s) UCITS means undertaking(s) for collective investment. means undertaking(s) for collective investment in transferable securities pursuant to Article 1 paragraph 2, points a) and b) of the UCITS Directive. UCITS Directive means Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities as amended by Directive 2014/91/EU of the European Parliament and of the Council of 23 July 2014 as regards depositary functions, remunerations policies and sanctions, as may be further amended in the future. UCITS Regulation UK UK Company Valuation Day Valuation Time means the future Commission Delegated Regulation based on the 17 December 2015 European Commission proposal which relates to Directive 2009/65/EC of the European Parliament and of the Council with regard to obligations of depositaries. means the United Kingdom. means any company that is (i) listed or has its registered office in the UK; (ii) listed or has its registered office outside the UK but carries out a significant proportion of its operations in the UK or derives a material proportion of its revenues or profits from the UK; and/or (iii) is controlled by an entity established in the UK. means any Business Day, where the Net Asset Value per Share of a Share Class is determined. means 4:00 p.m. New York City time on any Valuation Day, which is normally 10:00 p.m. Luxembourg time 22