VANECK VECTORS MSCI MULTIFACTOR EMERGING MARKETS EQUITY ETF PRODUCT DISCLOSURE STATEMENT DATED 9 MARCH 2018

Transcription

1 VanEck Investments Limited ABN AFSL Aurra Place, Level 4 88 Phillip Street, Sydney NSW April 2018 VANECK VECTORS MSCI MULTIFACTOR EMERGING MARKETS EQUITY ETF PRODUCT DISCLOSURE STATEMENT DATED 9 MARCH 2018 ASX CODE: EMKT NOTICE The fllwing infrmatin is hereby updated in the VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS dated 9 March Paragraph 7.6 f the PDS is deleted and replaced with the fllwing: 7.6 Envirnmental, scial and ethical cnsideratins We d nt take int accunt labur standards r envirnmental, scial r ethical cnsideratins when selecting, retaining r realising investments fr the Fund. Fr mre infrmatin: G t vaneck.cm.au General infrmatin nly This ntice is issued by VanEck Investments Limited ABN AFSL ( VanEck ) as the respnsible entity and issuer f the VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF ARSN ( the Fund ]. This infrmatin is general in nature and nt financial advice. It des nt take int accunt any persn s individual bjectives, financial situatin r needs. Befre making an investment decisin investrs shuld read the prduct disclsure statement and with the assistance f a financial adviser cnsider if it is apprpriate fr their circumstances. The PDS is available at vaneck.cm.au r by calling The Fund will be expsed t the risks assciated with verseas investment. These include changes in freign exchange cntrl regulatins, applicatin f freign tax legislatin including cnfiscatry taxatin and withhlding taxes, changes in gvernment administratin and ecnmic mnetary plicy, apprpriatin, changed circumstances in dealings between natins, lack f unifrm accunting and auditing standards, ptential difficulties in enfrcing cntractual bligatins and extended settlement perids. The Fund is subject t investment risk, including pssible lss f capital invested. Past perfrmance is nt a reliable indicatr f future perfrmance. N member f the VanEck grup guarantees the repayment f capital, the payment f incme, perfrmance, r any particular rate f return frm the Fund. EMKT is indexed t a MSCI index. EMKT is nt spnsred, endrsed, r prmted by MSCI, and MSCI bears n liability with respect t EMKT r the MSCI Index. The PDS cntains a mre detailed descriptin f the limited relatinship MSCI has with VanEck and EMKT. VanEck Investments Limited is a member f the VanEck grup headquartered in New Yrk AUSTRALIA CHINA GERMANY HONG KONG IRELAND SPAIN SWITZERLAND UNITED STATES

2 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF ASX cde: EMKT ARSN: Prduct Disclsure Statement Issued by VanEck Investments Limited ABN AFSL N March 2018

3 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 2 Table f Cntents Sectin Title Page 1. Imprtant infrmatin befre yu start 3 2. Abut VanEck 4 3. Summary f the Fund 5 4. The AQUA Rules 8 5. Benefits f the Fund Hw the Fund wrks Investment bjective, strategy and perfrmance f the Fund 8. Reference Index Risks Fees and ther csts Transacting with VanEck Dividends Tax Other infrmatin yu need t knw 28 Glssary f terms 35 Crprate directry VanEck, VanEck Vectrs and Van Eck are trademarks f Van Eck Assciates Crpratin VanEck Australia Pty Ltd.

4 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 3 Sectin 1 Imprtant infrmatin befre yu start This prduct disclsure statement ( PDS ) is issued by VanEck Investments Limited ABN AFSL N as respnsible entity f the VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF ( the Fund ). The Fund is a registered managed investment scheme having Australian Registered Scheme Number (ARSN) A class f units in the Fund ( ETF Units ) is expected t be admitted t qutatin and trading as an Exchange Traded Fund ( ETF ) n the Australian Securities Exchange. ETF Units may als be traded n the licensed financial market perated by Chi- X Australia Pty Ltd ( Chi-X ). Fr ease, all references in this PDS are nly t ASX. References in this PDS t VanEck, us, we, ur r Respnsible Entity are a reference t VanEck Investments Limited in its capacity as respnsible entity f the Fund. Capitalised terms (Like This) in this PDS are defined in the Glssary f terms. A cpy f this PDS has been ldged with the Australian Securities and Investments Cmmissin ( ASIC ), the Registrar f Financial Service Prviders, New Zealand ( RFSPNZ ) and ASX. Neither ASIC, RFSPNZ nr ASX take any respnsibility fr the cntents f this PDS. We have applied t ASX fr Units in the Fund ('ETF Units') t be admitted t trading status n ASX under the AQUA Rules as an ETF. As at the date f this PDS, E T F Units are yet t be quted. N applicatins fr ETF Units will be accepted until the expsure perid has expired and ETF Units are quted n ASX. The expsure perid expires seven days after the date f this PDS, when it was ldged with ASIC, subject t pssible extensin by ASIC fr a further seven days. Authrised Participants The ffer f ETF Units in this PDS is nly fr prfessinal r institutinal investrs wh have entered int an Authrised Participant Agreement with VanEck ( Authrised Participants r APs ). Only APs may acquire ETF Units directly frm VanEck by submitting an applicatin fr a creatin (see sectin 11). ASX Investrs All investrs may purchase ETF Units n ASX, like purchasing shares in a listed cmpany and may use this PDS fr infrmatin purpses nly. ASX Investrs may buy and sell ETF Units n ASX thrugh their nline brker, stckbrker r financial adviser ('Brker') and are nt required t submit an applicatin under this PDS. Classes f units The ETF Units referred t in this PDS are an ETF class f units in the Fund. As such it is nly the ETF class f the Fund that is quted n ASX. As at the date f this PDS, the Fund nly has a single class f units, being the ETF class. Under the Fund s cnstitutin ('Cnstitutin'), VanEck is permitted t establish different classes f units. Up t date infrmatin All infrmatin in this PDS is current as at the date f this PDS. Unless therwise stated, VanEck surces its data frm public r licensed market data. Infrmatin and the terms in this PDS are subject t change frm time t time. We may prvide ntices f any updates r changes t infrmatin that are nt materially adverse t investrs by publishing a ntice at n the Fund s page. If we issue a supplementary r replacement PDS, in additin t updating the dcuments n ur website we will make an annuncement n ASX. A paper cpy f this PDS and any updated infrmatin will be prvided free f charge n request by cntacting us at General advice warning This PDS cntains general infrmatin nly and is nt financial advice. It is nt a recmmendatin by us r any ther persn t invest in the Fund. The infrmatin des nt take int accunt the individual investment bjectives, financial situatin r needs f any persn. Befre making an investment decisin, yu shuld cnsider (in cnsultatin with a financial adviser) if the decisin is apprpriate fr yur persnal financial situatin, needs and bjectives. An investment in the Fund is subject t varius risks (see sectin 9), including pssible delays in repayment and lss f incme and capital invested. Nne f VanEck Investments Limited, VanEck Australia Pty Ltd, Van Eck Assciates Crpratin r their related entities, directrs r fficers, gives any guarantee r assurance as t the perfrmance f the Fund, the payment f incme r the repayment f capital invested. Freign Investrs Freign prfessinal and institutinal investrs may act as Authrised Participants subject t relevant laws. Other Freign Investrs may trade ETF Units n ASX via their stckbrker. ETF Units are nt intended t be sld t United States ( US ) Persns as defined under Regulatin S f the US federal securities laws.

5 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 4 Sectin 2 Abut VanEck 2.1 VanEck Investments Limited - the Respnsible Entity VanEck Investments Limited is the Respnsible Entity f the Fund and the issuer f this PDS and the ETF Units and is respnsible fr the management, peratin and administratin f the Fund. Fr mre infrmatin abut VanEck s pwers and duties as Respnsible Entity see sectin VanEck Investments Limited is a whlly wned Australian subsidiary f New Yrk based asset manager Van Eck Assciates Crpratin. 2.2 VanEck Vectrs ETFs VanEck s exchange traded prducts ( ETPs ) have been ffered in the US since 2006 and span many asset classes including equities and fixed incme in bth develped and emerging markets. As at 31 December 2017 VanEck s family f ETPs ttalled ver $44 billin in assets under management, making it ne f the largest ETP families wrldwide. 2.3 Funded in 1955 VanEck is a privately held glbal asset management firm funded in New Yrk in VanEck was amng the first US mney managers helping investrs achieve greater diversificatin thrugh glbal investing. Tday we are recgnised fr being a pineer in glbal markets and fr drawing n ur experience t ffer innvative slutins. Our missin is t ffer investrs intelligently designed investment strategies that take advantage f targeted market pprtunities. With ffices in key financial centres and regins including New Yrk, Sydney, Shanghai, Frankfurt, Dublin, Madrid and Zurich, VanEck ffers investrs brad investment reach with deep experience. As at 31 December 2017, VanEck managed ver $57 billin in investr assets including its VanEck Vectrs ETP business. Fr mre infrmatin n VanEck, visit

6 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 5 Sectin 3 Summary f the Fund VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF Fr mre infrmatin Respnsible Entity VanEck Investments Limited ABN AFSL N Sectin 1 Type f investment: Exchange Traded Fund (ETF) An ETF is an pen-ended fund that aims t track the perfrmance, befre fees and ther csts, f a financial market index by investing in a prtfli f securities that cnstitute the index. Units in an ETF are traded n ASX. As such, an ETF gives investrs easy access and cst effective expsure t the prtfli f securities held by the ETF via a single trade n ASX. Sectins 4, 5, 6 Investment purpse Fund Purpse Sectins 7, EMKT The Fund gives investrs access t a diversified prtfli f emerging markets listed securities selected frm the MSCI Emerging Markets Index (the Parent Index) which includes large and mid-cap stcks acrss 24 Emerging Markets (EM) cuntries. The index aims t maximise expsure t fur factrs Value, Mmentum, Quality and Lw Size -- while maintaining a risk prfile similar t that f the Parent Index. 8 Investment bjective The Fund aims t prvide investment returns befre fees and ther csts which track the perfrmance f its Reference Index in Australian dllars. Reference Index Fund Reference Index Blmberg index ticker Investment strategy Benefits EMKT MSCI Emerging Markets Diversified Multiple-Factr Index (AUD) NA The Fund emplys a passive management strategy f investing directly in the securities that cmprise the Reference Index. The Fund prvides investrs with: cst effective and easy access t a diversified prtfli f internatinal listed equities via a single trade n ASX transparency f hldings, pricing and perfrmance flexibility f intraday ASX trading capability, and less paperwrk than investing directly in internatinal securities. Cmpared t unlisted actively managed funds, investrs benefit frm: trading via live prices n ASX; ptentially lwer csts and lwer tax liabilities; liquidity; transparency and intraday trading. Sectins 7, 8 Sectins 7, 8 Sectins 7, 8 Sectin 5 Risks An investment in the Fund is subject t varius risks which may have the effect f reducing the value f the Fund, resulting in a lss f yur capital invested and a lack f incme frm the Fund. Yu shuld carefully cnsider the risks befre deciding t invest. In particular the Fund will be expsed t the risks assciated with verseas investment. These include changes in freign exchange cntrl regulatins, applicatin f freign tax legislatin including cnfiscatry taxatin a nd withhlding taxes, changes in gvernment administratin and ecnmic mnetary plicy, apprpriatin, changed circumstances in dealings between natins, lack f unifrm accunting and auditing standards, ptential difficulties in enfrcing cntractual bligatins and extended settlement perids. Sectin 9

7 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 6 Investing in the Fund All investrs Unit Price r NAV The Unit Price r NAV f the Fund is calculated as the Fund Net Asset Value divided by the number f ETF Units n issue. It is calculated daily nce all markets are clsed fr that day based n the clsing price f the securities n the relevant freign stck exchange. It is then cnverted t Australian dllars based n the relevant Lndn WM Reuters 4pm exchange rate and will be available at the next Business Day. Sectin 11 Authrised Participants transacting under this PDS Transacting with VanEck by APs Authrised Participants must enter int an AP Agreement with VanEck and submit written applicatins fr creatins r redemptins f ETF Units. Sectin 11 Price paid by APs Authrised Participants transact with VanEck fr creatins r redemptins f ETF Units at the Fund s NAV calculated fllwing the clse f trading fr that day, plus r minus fees and ther csts. Cutff time fr APs Creatins Redemptins APs minimum transactin size 2pm n each ASX Trading Day. ETF Units can nly be created in multiples f Creatin Units fr the Fund, unless we agree therwise. Payment fr a creatin must generally be made by the Authrised Participant in the frm f a specified parcel f quted securities (Standard Basket) transferred thrugh CHESS plus r minus a residual cash amunt (Standard Basket Transactin). If we agree, payment may als be made by: (i) cash, r (ii) a cmbinatin f securities and cash (Nn- Standard Transactin). ETF Units can nly be redeemed in multiples f Redemptin Units, unless we agree therwise. Payment f redemptin prceeds will primarily be in the frm f a Standard Basket Transactin. If we agree, the redemptin prceeds may als be paid by a Nn-Standard Transactin. Unless we agree therwise in advance, the minimum number f ETF Units fr a creatin (ne Creatin Unit) and a redemptin (ne Redemptin Unit) are as fllws: Fund N. f ETF Units per Creatin Unit EMKT 200, ,000 Investing in the Fund via ASX ASX Investrs Buying/selling ETF Units n ASX N. f ETF Units per Redemptin Unit ASX Investrs may buy and sell ETF Units in the Fund n ASX thrugh their Brker just like trading shares in listed cmpanies. A Market Maker is engaged t facilitate liquidity fr trading in ETF Units n ASX. There is n minimum trade size n ASX. Yu shuld check with yur Brker. Sectins 4, 5 ASX prices Cling-ff ASX Investrs trade ETF Units at trading prices quted n ASX thrughut each ASX Trading Day. The presence f a Market Maker means trading prices shuld remain clse t the NAV, adjusted fr changes in value f the underlying securities during the ASX Trading Day. There are n cling-ff rights applicable t the ffers in this PDS r t trading f ETF Units n ASX.

8 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 7 Fees and ther csts All investrs Sectin 10 Management csts Transactinal and peratinal csts Fund EMKT Management csts 0.69% p.a. Management csts are inclusive f GST and RITC and may be negtiated by whlesale clients. Additinal csts relating t trading in the prtflis and assciated peratinal activities will als apply see sectin Authrised Participants nly als pay Sectin 10 Transactin fees fr creatins and redemptins Additinal csts fr cash transactins Fund EMKT $5,000 Cntributin fees / withdrawal fees (excl GST) per transactin Cntributin and withdrawal fees may be negtiated and may change withut ntice. The estimated additinal transactinal and peratinal csts incurred by the Fund in relatin t cash transactins are charged t Authrised Participants as a buy/sell spread n creatins and redemptins r recvered frm APs by way f a true up fllwing settlement. Dividends Frequency Fund Frequency Sectin 12 Dividend Reinvestment Plan EMKT Annually A Dividend Reinvestment Plan (DRP) is available subject t the DRP Rules. Dividends will be paid as cash t yur nminated bank accunt unless yu cntact the Registrar and elect t have dividends reinvested. Yur dividends will then appear as additinal ETF Units in yur accunt. Additinal infrmatin Website Statements The fllwing infrmatin is available at Fund Net Asset Value; Unit Price; prtfli hldings; number f ETF Units utstanding; the current PDS, any supplementary PDS and ntice f any changes that are nt materially adverse t investrs; DRP Rules; Unit Pricing Plicy; infrmatin abut any dividends; any annuncements ldged with the ASX Market Annuncements Platfrm (including cntinuus disclsure ntices and any ther disclsure that is made available r prvided t Unithlders); and annual reprts and half-year reprts (including financial statements). The fllwing statements will be prvided t investrs: hlding statement fr any transactins made during the mnth; annual tax statement after 30 June each year; and peridic statement shwing yur transactins and investments in the Fund sent annually and fllwing yur exit frm the Fund.

9 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 8 Sectin 4 The AQUA Rules 4.1 The AQUA Rules ETF Units in the Fund is admitted t trading n ASX under the AQUA Rules. The AQUA Rules are a subset f the ASX Operating Rules that prvide a tailred framewrk fr the qutatin f managed funds, ETFs and ther prducts n ASX, prviding issuers with access t ASX back ffice clearing and settlement services. The nly prducts that can be admitted t trading under the AQUA Rules are thse where the prduct has a capital value r dividends linked t liquid underlying instruments with rbust and transparent pricing mechanisms. Under the AQUA Rules, ASX may require the issuer t facilitate liquidity in the ETF Units by way f the appintment f a Market Maker whse rle generally is t act as a seller and buyer t match demand frm purchasers and sellers f ETF Units n ASX in certain circumstances and subject t certain cnditins. As a result, the Fund is expected t remain liquid. Fr mre infrmatin see sectin VanEck has n influence r cntrl ver the value f the underlying assets The key difference between prducts admitted t trading under the ASX Listing Rules and thse admitted t trading under the AQUA Rules is the level f influence that the issuer has ver the underlying instrument. Under the ASX Listing Rules, a listed equity issuer typically lists securities which reflect the value f a business which they perate and cntrl. By cntrast, securities admitted t trading under the AQUA Rules typically reflect the value f sme ther asset which the issuer des nt cntrl, such as a parcel f listed securities f ther cmpanies, indices, bnds, cmmdities, r currency. The value f the Fund reflects the value f the underlying prtfli f securities in the Fund and nt the value f VanEck s business. The fllwing table highlights the key differences between the ASX Listing Rules and the AQUA Rules.

10 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS Key differences between the ASX Listing Rules and the AQUA Rules ASX Listing Rules Cntinuus disclsure Issuers are subject t the cntinuus disclsure requirements under Listing Rule 3.1 and sectin 674 f the Crpratins Act. Peridic disclsure Issuers are required t disclse their halfyearly and annual financial infrmatin r annual reprts t ASX under Chapter 4 f the Listing Rules Crprate cntrl Requirements in the Crpratins Act and the Listing Rules in relatin t matters such as takever bids, share buy-backs, change f capital, new issues, restricted securities, disclsure f directrs interests and substantial sharehldings, apply t cmpanies and listed schemes. Related party transactins Chapter 10 f the Listing Rules, which relates t transactins between an entity and persns in a psitin t influence the entity, specifies cntrls ver related party transactins. Auditr rtatin bligatins There are specific requirements in relatin t auditr rtatin under Part 2M.4 Divisin 5 f the Crpratins Act. Disclsure dcumentatin Entities admitted under the Listing Rules are subject t the requirements f the Crpratins Act in relatin t the issue f a prspectus r PDS. Surce: ASX Rules Framewrk AQUA Rules AQUA prduct issuers are nt subject t the cntinuus disclsure requirements under Listing Rule 3.1 and sectin 674 f the Crpratins Act (because the underlying instruments are) but must disclse via the ASX Market Annuncements Platfrm: ETF Units utstanding n a mnthly basis; dividends and ther disbursements; infrmatin the nn-disclsure f which may lead t the establishment f a false market in its prducts r wuld materially affect the price f its prducts; and any ther infrmatin that is required t be disclsed t ASIC under sectin 675 f the Crpratins Act must be disclsed t ASX at the same time it is disclsed t ASIC. AQUA prduct issuers are currently nt required t disclse their half-yearly and annual financial infrmatin r annual reprts t ASX, hwever, as the Respnsible Entity f the Fund which are registered managed investment scheme prducts, we are still required t ldge with ASIC and disclse t ASX at the same time, financial reprts required under Chapter 2M f the Crpratins Act. These requirements d nt apply t AQUA prduct issuers. Sectin 601FM f the Crpratins Act cntinues t apply t the remval r change f the respnsible entity. An extrardinary reslutin wuld be required t change the Respnsible Entity. An extrardinary reslutin is a reslutin supprted by a majrity f the ttal vtes that may be case by the Fund s members entitled t vte n the reslutin. Chapter 10 f the Listing Rules des nt apply t AQUA prducts. Prducts quted under the AQUA Rules which are registered managed investment schemes remain subject t the related party requirements in Part 5C.7 and Chapter 2E f the Crpratins Act. These requirements d nt apply t AQUA prduct issuers. Respnsible entities f registered managed investment schemes will cntinue t be required t undertake an independent audit f their cmpliance with each scheme's cmpliance plan in accrdance with sectin 601HG f the Crpratins Act and the auditr must nt be the auditr f the scheme's financial statements (but may be frm the same firm). Prducts admitted t trading under the AQUA Rules will als be subject t these requirements f the Crpratins Act.

11 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 10 Sectin 5 Benefits f the Fund 5.1 Emerging markets strategy via ASX In a single trade n ASX, the Fund gives investrs a diversified prtfli f emerging markets listed securities selected frm the MSCI Emerging Markets Index (the Parent Index) which includes large and mid-cap stcks acrss 24 Emerging Markets (EM) cuntries. The Reference Index aims t maximise expsure t fur factrs Value, Mmentum, Quality and Lw Size -- while maintaining a risk prfile similar t that f the Parent Index. Fr mre infrmatin n the Fund s Reference Index methdlgy see sectin Exchange Traded Fund The Fund is an ETF. ETFs prvide investrs with the best attributes f bth managed funds and listed shares. When yu invest in the Fund, yu gain access t a prtfli f investments, cnstructed using prfessinal skills and knwledge that yu may nt have access t if yu invest n yur wn. ETFs can be easily traded n ASX like listed shares, with live pricing thrughut the ASX Trading Day. The difference between a single trade in ETF Units and cmpany shares is that when yu buy ETF Units yu acquire expsure t the perfrmance f an entire prtfli f securities nt just a single cmpany, saving yu mney and time. ETFs als prvide ptential advantages t investrs including lw csts and full daily transparency f the underlying prtfli hldings. 5.3 Access t internatinal equities via ASX Investing in internatinal equities via an Australian ETF simplifies yur administratin and reprting and eliminates freign paperwrk. Investrs als benefit frm the ther advantages f ASX traded ETFs, including the ability t transact during Australian market hurs and settle payments in Australian dllars. 5.4 Lwer csts Since ETFs track an index, they are typically able t achieve lwer perating csts. As a result they charge management csts which are generally lwer than thse f equivalent unlisted actively managed funds. As is the case when trading shares, Brker fees may als apply when buying r selling ETF Units n ASX. See sectin 10 fr mre infrmatin. 5.5 Diversificatin with a single trade The Fund prvides yu with a simple way t access a diversified prtfli f listed emerging markets equities via a single trade n ASX. 5.6 Liquidity Yu can buy and sell ETF Units n ASX. Liquidity in the Fund is facilitated by a Market Maker. The Market Maker s rle is t match buy and sell rders fr ETF Units frm ASX Investrs. 5.7 Flexibility f trading n exchange As the ETF Units are quted n ASX, yu have the flexibility t trade the ETF Units in the Fund thrughut the day, like trading shares. Yu can even buy and sell n the same day (intraday trading). 5.8 Transparency f hldings The Fund prvide investrs with transparency in respect f prtfli hldings which are published daily at Tax advantages In cntrast t an unlisted actively managed fund, the turnver f the underlying prtfli in the Fund, which is an index-tracking fund, is generally lw, reducing the level f capital gains and assciated capital gains tax payable by yu. Withhlding tax n any dividends frm underlying securities arises at the Fund level and nt the investr level. This means yu d nt have t cmplete freign frms in rder t get the benefit f reduced withhlding tax rates. VanEck arranges fr the cmpletin f all necessary paperwrk fr the Fund. Capital gains may be paid t Authrised Participants when they redeem, which reduces the tax burden n the remaining Unithlders. Unlisted managed funds typically d nt d this. Fr mre infrmatin n dividends and tax, see sectins 12 and 13.

12 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 11 Sectin 6 Hw the Fund wrks 6.1 Registered managed investment scheme The Fund is registered with ASIC and regulated as a registered managed investment scheme a class f units in which is admitted t trading n ASX (ETF Units). The Fund perates like mst ther managed investment schemes: the Fund is cnstituted as a unit trust ; when yu invest yu acquire units (like shares) in the trust which give yu a beneficial interest in the assets f the Fund; yur mney is pled tgether in the Fund with ther investrs mney t buy investments which are managed by by the Respnsible Entity under fiduciary bligatins t act in the best interests f all investrs. 6.2 Primary and secndary markets Large numbers f ETF Units are first issued by VanEck in the primary market t institutinal investrs (Authrised Participants) in exchange fr a specified basket f internatinal securities, r cash with which we buy securities, determined in accrdance with the Fund s investment strategy. The securities becme the assets f the Fund designed t meet the Fund s investment bjective. Once ETF Units have been received by the AP (in exchange fr securities and/r cash), the ETF Units are made available fr trading n the secndary market, i.e. n ASX. ASX Investrs can then buy and sell the ETF Units with the Authrised Participant, the Market Maker, r ther ASX Investrs in exchange fr cash thrugh CHESS. The issuing f ETF Units is knwn as a creatin. When ETF Units are redeemed at the request f the Authrised Participant (in exchange fr securities, r cash r a cmbinatin f bth) this is knwn as a redemptin. Authrised Participants can apply t create r redeem ETF Units based n the NAV at the end f the relevant Business Day. ASX Investrs can generally trade thrughut each ASX Trading Day at trading prices quted n ASX. 6.3 Rights f a Unithlder Whether yu invest in the Fund as an Authrised Participant r as an ASX Investr yu hld ETF Units and have the rights f a Unithlder, as set ut in the Cnstitutin f the Fund. Fr mre infrmatin n yur rights as a Unithlder see sectin Rles and respnsibilities The key rles invlved in the peratin f the Fund are set ut in the table belw. VanEck may change the parties perfrming the rles named belw at any time in its discretin with the exceptin f the Respnsible Entity which can nly be changed in accrdance with the Crpratins Act. Rle Respnsible Entity Investment manager Custdian Fund Administratr Index Prvider Registrar Authrised Participant Market Maker Prxy vting agent Respnsibility Issues the ETF Units and this PDS and is respnsible fr perating the Fund. Manages the investment prtfli f the Fund in line with the Fund s investment strategy. At the date f this PDS, the investment manager is VanEck. Hlds the assets f the Fund fr safe-keeping n behalf f the Respnsible Entity and Unithlders. Assets are segregated frm the Custdian assets r any ther funds assets. Prcesses creatins, redemptins and ther requests frm Unithlders and maintains the bks and recrds f the Fund, including: fund accunting; calculating Unit Prices and taxatin. Develps and maintains the Reference Index that the Fund aims t track. Maintains the register f Unithlders including: names quantity f securities held, tax file numbers and DRP details; and issues crrespndence t Unithlders n behalf f the Respnsible Entity. Transacts directly with the Respnsible Entity t create (r redeem) ETF Units (primary market) t match demand frm ASX Investrs. In sme cases als act as a Market Maker. Subject t certain cnditins, prvides liquidity and vlume in the Fund n ASX by acting as a seller and a buyer f ETF Units t/frm ASX Investrs (secndary market) thrughut the ASX Trading Day. In sme cases acts as an Authrised Participant in the primary market and then qutes the ETF Units n ASX fr sale t ASX Investrs. Specialist prvider engaged by the Respnsible Entity t cnduct in-depth cmpany research including ESG cnsideratins and vte based n specified guidelines in the best interests f preserving sharehlder value, as well as reprting and recrdkeeping.

13 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 12 Sectin 7 Investment bjective, strategy and perfrmance f the Fund 7.1 Investment bjective f the Fund The Fund aims t prvide investment returns befre fees and ther csts which track the perfrmance f its Reference Index in Australian dllars. The Fund des nt aim t perfectly replicate its Reference Index n a ne-t-ne basis fr a number f reasns, including: differences in the timing f dividends and crprate actins between the Reference Index and the Fund; the Fund may nt be able t achieve the same trading price fr securities as that determined fr the Reference Index; there are fees and ther csts applicable t perating the Fund which d nt apply t the Reference Index (see sectin 10); internatinal withhlding tax rates applied t the Reference Index may differ t thse applicable t the Fund; the Fund will nly hld securities that are listed n exchanges apprved by ASX under the AQUA Rules; we may allw individual security weightings t vary marginally frm the Reference Index and may invest in securities that are nt in the Reference Index. See sectin 7.2; and the Fund may hld a small amunt f cash. 7.2 Investment strategy f the Fund Passive physical replicatin The Fund emplys a passive management strategy f physically replicating the Reference Index by investing directly in the securities that cmprise the Reference Index in prprtin t their relative weightings in the Reference Index. The Fund may als hld ther securities determined by us as necessary t achieve the Fund s investment bjective and as permitted under the AQUA Rules. Every time a security is either added t r remved frm the Fund s Reference Index, it may be necessary t make changes t the respective Fund s prtfli t track the Reference Index. See sectin 8 fr mre infrmatin Futures Futures traded n a licensed exchange may be used by the Fund in extrardinary circumstances t gain market expsure withut investing directly in underlying securities in the Reference Index, r fr the purpse f shrt term management f certain cash flws with the intentin f reducing tracking errr risk. This allws VanEck t maintain the Fund s liquidity withut being under-invested. Imprtantly, derivatives are nt used in the Fund fr speculatin r t leverage the Fund s prtfli. Fr mre infrmatin see sectins and Perfrmance infrmatin Up t date perfrmance infrmatin fr the Fund and histrical perfrmance relative t the Reference Index is published at The perfrmance f the Fund will differ frm that f its Reference Index. Fr mre infrmatin see sectins 7.1 and Neither the return f capital invested nr the perfrmance f the Fund is guaranteed. Past perfrmance is nt an indicatr f current r future returns which may be higher r lwer. 7.4 Brrwing arrangements VanEck may maintain brrwing arrangements n behalf f the Fund with the intentin f reducing tracking errr risk. Fr mre infrmatin see sectins 9.2.6, and The main purpses fr brrwing by the Fund are fr the shrt term management f certain cash flws assciated with: Dividend equitisatin the Reference Index assumes that dividends are reinvested n the ex-date. In reality dividends are received by the Fund sme time later; and Crprate actins the Reference Index assumes that crprate actins are implemented n the ex-date, but in reality the cash r shares resulting frm the crprate actin are received by the Fund sme time later.

14 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS Changes t the Fund s investment bjective and strategy We may frm time t time vary the Fund s investment bjective and strategy including replacing its Reference Index. The Index Prvider may als vary r replace the Reference Index. We will ntify Unithlders f any such changes. 7.6 Envirnmental, scial and ethical cnsideratins The Fund aims t track the perfrmance f the Reference Index. The Reference Index takes int accunt envirnmental, scial and ethical cnsideratins (which may include labur standards) in its selectin prcess and eligibility criteria, as detailed in sectin Prxy vting We intend t vte all prxies in accrdance with the best interests f Unithlders withut influence by real r apparent cnflicts f interest. T assist in ur respnsibility fr vting prxies and the verall vting prcess, we have engaged a third party prxy vting specialist. The services prvided by the specialist include: cnducting in-depth cmpany research including ESG cnsideratins; prviding vting recmmendatins and vte executin based n specified guidelines in the best interests f preserving sharehlder value; as well as reprting and recrdkeeping. 7.8 Securities lending The Fund will nt engage in securities lending.

15 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 14 Sectin 8 Reference Index Reference Index r Index Blmberg index ticker Index Prvider Overview/bjective Summary f Index methdlgy MSCI Emerging Markets Diversified Multiple-Factr Index (AUD) NA MSCI Inc. ( MSCI ). MSCI is nt a related bdy crprate f VanEck. The MSCI Emerging Markets Diversified Multiple-Factr Index is based n MSCI Emerging Markets Index, ( the Parent Index ) which includes large and midcap stcks acrss 24 Emerging Markets (EM) cuntries. The Parent Index cvers apprximately 85% f the Free Flat Market Capitalisatin in each EM cuntry. The Reference Index aims t maximise expsure t securities in the Parent Index which exhibit enhanced perfrmance characteristics based n fur style factrs Value, Mmentum, Quality and Lw Size while maintaining a market risk prfile similar t that f the underlying Parent Index. 1. Value: Cmpanies are scred based n three main indicatrs f gd value which are equally-weighted, namely: i. the security s frward price relative t estimated future earnings; ii. the share price relative t the bk value f the cmpany; and iii. the enterprise value f a cmpany relative t its perating cash flw. Fr securities classified in the Financials Sectr, frward price t earnings and price t bk are used. Fr securities classified in the Real Estate Sectr, enterprise value t perating cash flw is used. 2. Mmentum: Cmpanies are given a higher mmentum scre if their share price has utperfrmed the market in the last 2 years and has increased ver the last 6 mnths and last 12 mnths. 3. Lw Size: Cmpanies have a higher lw size scre if they are smaller, i.e. have lwer market capitalisatin than ther cmpanies. 4. Quality: Cmpanies are scred based n three main indicatrs f high quality, which are equally-weighted, namely: i. high return n equity; ii. lw debt t equity; and iii. lw year n year earnings variability. The cnstituents f the Reference Index are selected frm the Parent Index using MSCI s Barra Glbal Equity Multi-factr Mdel and Barra Optimizer Mdel (Barra Mdels) t maximise the expsure t the fur targeted style factrs while maintaining a market risk prfile similar t that f the Parent Index. MSCI s Barra Mdels are subject t certain risk diversificatin cnstraints, fr example, minimum and maximum cnstituent and sectr weights relative t the Parent Index are applied. As a result the Reference Index will cmprise a smaller number f securities with different weightings cmpared t the Parent Index and will, therefre, have a different verall perfrmance and risk prfile t the Parent Index. In additin, the Barra Mdels ensure that the expsure t ther factrs that are present in the Parent Index (e.g. vlatility, grwth and liquidity) are restricted in the Reference Index. The Barra Mdels als limit turnver in the Reference Index t 20% at each rebalance. These diversificatin cnstraints f the Reference Index relative t the Parent Index assist t sme extent in limiting the divergence f the Reference Index frm the Parent Index.

16 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 15 Rebalances Mre infrmatin The Reference Index is rebalanced n a semi-annual basis, usually as f the clse f the last business day f May and Nvember. The updated Reference Index is generally annunced nine business days befre the effective date. The Reference Index may als be updated in February and August, t take int accunt changes t the Parent Index. See including le_factr_indexes_methdlgy_june2017.pdf as updated frm time t time. MSCI the Index Prvider The Reference Index is published by MSCI Inc. ( MSCI ). MSCI is a leading prvider f investment decisin prducts and services - including indices, prtfli risk and perfrmance analytics, and gvernance tls - t arund 7,500 clients wrldwide, headquartered in New Yrk, NY, United States. The Index Prvider des nt spnsr, endrse, r prmte the Fund and bears n liability with respect t the Fund r any security. MSCI Disclaimer THE FUND IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. ( MSCI ), ANY OF ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX (COLLECTIVELY, THE MSCI PARTIES ). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY VANECK INVESTMENTS LIMITED. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING IN FUNDS GENERALLY OR IN THIS FUND PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO THIS FUND OR THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF THIS FUND TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY OR THE CONSIDERATION INTO WHICH THIS FUND IS REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF THIS FUND OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THIS FUND. ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF THE FUND, OWNERS OF THE FUND, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES. N purchaser, seller r hlder f this security, prduct r fund, r any ther persn r entity, shuld use r refer t any MSCI trade name, trademark r service mark t spnsr, endrse, market r prmte this security withut first cntacting MSCI t determine whether MSCI s permissin is required. Under n circumstances may any persn r entity claim any affiliatin with MSCI withut the prir written permissin f MSCI.

17 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS 16 Sectin 9 Risks 9.1 What is risk? All investments have sme level f risk. Different investment strategies have different levels f risk depending n the underlying mix f assets that make up the strategy. Usually assets with the ptential fr the highest lng-term returns carry the highest levels f shrt-term risk. These investments are generally described as mre vlatile and have a higher risk f lsing mney, but they can als give yu a better chance f achieving yur lng-term bjectives. Investments that prduce mre stable returns are cnsidered less vlatile and therefre less risky, but they may nt prvide sufficient lng-term returns fr yu t achieve yur lng-term gals. The level f risk yu are willing t accept will depend n a range f factrs including: yur investment gals; yur age; yur investment time frame; where ther parts f yur wealth are invested; and yur verall risk tlerance. It is imprtant fr yu t carefully cnsider the risks f investing in the Fund and t understand that: the value f yur investment will vary; investment returns will vary and future returns may differ frm past returns; returns are nt guaranteed and yu may lse mney; and laws affecting managed investment schemes may change, impacting yur investment. Yu shuld cnsult a financial adviser t help yu understand investment risk and design an investment strategy that is right fr yur individual risk tlerance, financial situatin, needs and bjectives. 9.2 Risks assciated with the Fund Investing in emerging markets has specific risks which are in additin t the typical risks assciated with investing in the Australian and ther develped markets. Investrs in the Fund must be willing t accept a high degree f vlatility in the perfrmance f the Fund Emerging markets risk This is made up f a number f risks that affect entire financial markets and may include investr sentiment, ecnmic impacts, regulatry cnditins, industry r sectr-specific events, and plitical and catastrphic events. In any asset class, the returns f individual securities are a cmbinatin f the market return and returns specific t each security. Grwth investments such as shares generally have relatively higher market risk than bnds and cash. Internatinal equities generally have higher risks than Australian equities and emerging markets have higher risks than develped markets. Investrs shuld be aware that markets can fluctuate affecting the returns n an investment prtfli frm day-t-day. This vlatility may cause the value f an investment in the Fund t decrease. The Fund is cncentrated in emerging market cuntries. Investment in emerging markets face a greater risk f lss than investments in develped markets. This is due t, amng ther things, greater market vlatility, lwer trading vlume, plitical and ecnmic instability, high levels f inflatin, deflatin r currency devaluatin, greater risk f market shut dwn, evlving legal and regulatry framewrks and exchange rules, and mre gvernmental limitatins n freign investment plicy than thse typically fund in a develped market. In additin, the financial stability f listed cmpanies in emerging market cuntries may be mre precarius than in develped markets. Trading, settlement and custdy practices fr transactins in emerging markets may differ frm develped markets including delays and delivery f securities prir t receipt f payment. The limited liquidity f emerging market cuntry securities may als affect the Fund s ability t accurately value its prtfli securities r t acquire r dispse f securities at the price and time it wishes t d s r in rder t meet redemptin requests.

18 VanEck Vectrs MSCI Multifactr Emerging Markets Equity ETF PDS Security specific risk The value f a cmpany s shares which make up part f the underlying assets in the Fund can be influenced by changes in and factrs affecting cmpany management, its business envirnment r prfitability. These risks can impact the cmpany s ability t repay its debt, its prfitability and ultimately the value f its shares. By diversifying its hldings acrss multiple securities, market sectrs and cuntries, the Fund is generally insulated frm the specific risks f individual securities Currency risk This is the risk that unfavurable fluctuatins in the value f the Australian dllar relative t ther currencies will adversely affect the value f the Fund measured in Australian dllars, due t the Fund being invested in underlying securities based in thse freign currencies. A rise in the value f the Australian dllar relative t freign currencies culd decrease the value f the ETF Units. The Fund des nt hedge its expsure t freign currencies. Investments in the Fund are subject t currency risk and the value f the Fund may decrease because f unfavurable changes in currency exchange rates Dividend risk This is the risk that dividends will nt be paid. See sectin 12 fr mre infrmatin Cncentratin risk There is a risk that the Fund s assets are cncentrated in a particular cuntry r ecnmic zne and market sectr. At times, such cuntries and sectrs may underperfrm ther cuntries and sectrs, causing a greater impact n the value f the ETF Units than wuld be the case if the Reference Index was mre bradly diversified Tracking errr risk This is the risk that the Fund fails t meet its investment bjective and the perfrmance f the Fund differs frm the perfrmance f the Reference Index. The difference between the perfrmance f the Fund and the perfrmance f the Reference Index is dependent n a number f factrs including: the extent t which the Fund replicates the Reference Index, fees and ther csts, asset valuatins and crprate actins. The Fund may hld cash frm time t time pending investment in line with the Reference Index. As a result there will be times when we are unable t fully replicate the Reference Index and the Fund will hld a sub-set f the Reference Index cmpnents in rder t track the Reference Index as clsely as pssible. See sectin 7.1 fr mre infrmatin Trading risk Secndary market trading f the ETF Units n ASX may be suspended by the ASX r halted by us because f market cnditins r ther reasns, fr example a failure by the Market Maker t make a market. In these circumstances, ASX Investrs will be unable t buy r sell ETF Units and the prcessing f applicatin fr creatins and redemptins fr Authrised Participants may be suspended r mdified Liquidity risk This is the risk that an investment may nt be able t be sld quickly enugh t prevent r minimise a lss. A lack f liquidity may als affect the amunt f time it takes us t satisfy a redemptin request. A Market Maker has been appinted t supprt liquidity n ASX, therefre ETF Units shuld generally be liquid, hwever, there is n guarantee this will remain the case at all times Market Maker risk Althugh the ETF Units are admitted t trading n ASX, and a Market Maker is appinted t assist in maintaining liquidity in accrdance with the AQUA Rules, there can be n assurance that there will be a liquid market if there is a failure by the Market Maker t make a market. A Market Maker s terms f appintment may limit r exclude its liability r recurse t it by Unithlders. Unithlders shuld be aware that a Market Maker may be paid fees (see sectin fr mre infrmatin). A Market Maker retains fr its wn accunt any trading prfits and bears any lsses generated by its market making activities Trading price risk This is the risk that the trading price f the ETF Units n ASX will differ frm the Unit Price. This is because the trading price f the ETF Units n ASX is influenced by the level f supply and demand fr ETF Units. In cntrast the Unit Price is calculated at the end f each ASX Trading Day. The engagement f a Market Maker is designed t minimise the likelihd that the ETF Units trade n ASX at a significant discunt r premium t the Unit Price Derivatives risk Exchange-traded futures, a frm f derivative, may be used by the Fund as described in sectin Futures derive their value frm the perfrmance f a reference asset, fr example: a share r a market index.