Carnegie Fund. Company Subscription Agreement 1. INVESTMENT DETAILS. Investor ( Applicant ):

Transcription

1 To: Investor ( Applicant ): Services S.A Company name Acting as Administrator of 5, place de la Gare 1616 Luxembourg Postcode /City Luxembourg Fax Contact person Phone Fax funds@carnegie.lu Telephone Contact Name at Carnegie The Original of this Agreement should be sent to address above upon initial subscription. 1. INVESTMENT DETAILS Fund Name ISIN Bloomberg Ticker Base Currency Currency Amount Carnegie Worldwide 1A LU CARWLDW LX USD Carnegie Worldwide 5A LU CARWL5A LX USD Carnegie Worldwide 5B LU CARWLWU LX USD Carnegie Worldwide 6A LU GBP Carnegie Nordic Markets 1A LU CARNORM LX USD Carnegie Nordic Markets 5B LU CARNO5B LX USD Carnegie Worldwide Emerging Markets Equities 1A LU CAREEUR LX USD Carnegie Medical 1A LU CARMEDI LX EUR Carnegie Worldwide Stable Equities 1A LU CARNEEQI LX USD Carnegie Worldwide Stable Equities 5B LU USD Carnegie Worldwide Ethical 1A LU CARETHI LX EUR Carnegie Worldwide Ethical 5A LU EUR Carnegie Worldwide Ethical 5B LU CARET5B LX EUR Carnegie Worldwide Ethical 6A LU GBP Carnegie Svensk Kort Ränte 1A LU CARSVKR LX SEK Carnegie Svensk Kort Ränte 5B LU CSVKR5B LX SEK

2 Carnegie Worldwide Asia 1A LU CARWA1A LX USD Carnegie Worldwide Asia 5A LU USD Carnegie Biotechnology 1A LU CARBIOA LX EUR Carnegie Swedish Large Cap 1A LU CARSWLC LX SEK Carnegie Swedish Large Cap 5B LU SEK Carnegie Swedish Small Cap 1A LU CARSWSC LX SEK Carnegie Swedish Small Cap 5B LU SEK Please note that Classes 5A, 5B & 6A are dedicated to Institutional Investors. 2. SUBSCRIPTION PAYMENT DETAILS EUR Name of Bank BIL BILLLULL IBAN LU Payment Reference + Name of the Sub-Fund USD Name of Bank JP Morgan Chase Bank, New York CHASUS33 Account Number Payment Reference + Name of the Sub-Fund GBP Name of Bank JPMorgan Chase Bank, London CHASGB2L IBAN GB43 CHAS Payment Reference + Name of the Sub-Fund SEK Name of Bank Nordea Bank Sweden AB, Stockholm NDEASESS IBAN SE Payment Reference + Name of the Sub-Fund NOK Name of Bank Nordea Bank Norge ASA Oslo NDEANOKK IBAN NO Payment Reference + Name of the Sub-Fund Page 2 of 8

3 DKK Name of Bank Nordea Bank Denmark A/S, Copenhagen NDEADKKK IBAN DK Payment Reference + Name of the Sub-Fund 3. INVESTOR BANK ACCOUNT DETAILS (To be used for redemptions) Name of Bank Name of IBAN Payment Reference 4. DETAILS OF INVESTOR Legal Form (Company/Partnership/Trust) Tax Identification Number of Tax Residence The investor is an employee benefit plan Yes No Regulated in an FATF/EU/EEA Yes No Listed in an FATF/EY/EEA Yes No 5. ADDITIONAL INTERESTED PARTIES (will not be authorised to make binding decisions on behalf of the investor, but will receive copies on correspondence to investor) Name of interested Party Telephone 6. IDENTITY DOCUMENTATION (Required for initial subscription) Commercial, financial or industrial companies: Certificate of incorporation, together with all certificates of incorporation upon change of name (if any) or extract from the applicable trade register, as appropriate (less than one month old) Certified true copy of articles of association or other relevant documentation Declaration of Ultimate Beneficial Ownership (DUBO) Certified true copy of passport or identity card of the natural person having signed the DUBO Proof of listing at the stock exchange. (if listed on an official stock exchange) schedule of all shareholders of the company, together with a certified true copy of their identity cards or passports, or, if the company has more than 10 shareholders, a schedule of the directors of the company and certified true copies of their identity cards or passports.(if not listed on an official stock exchange) Page 3 of 8

4 Trust or Foundation Identification of the true settler Identification of the trustee (depending on whether the trustee is a company or an individual the identification is carried out in the same manner as that for a company or for individuals) Identification of the beneficiaries Declaration of Ultimate Beneficial Ownership (DUBO) for trust/foundation Signed signature chart Print-out of World check and Internet searches on the ultimate beneficial owner and principal entities involved in the structure envisaged Trust or foundation deed and, if not obtainable, proof of the settler, trustee and beneficiaries Funds: Name of Market (if fund is listed) Declaration of Ultimate Beneficial Ownership (DUBO) Certified true copy of the appropriate power or authority of signature Certified true copy of the passports of the authorized signatories Name of regulator (if regulated in EU/FATF or EEA) Evidence of regulation (if regulated in EU/FATF or EEA) Name of regulator of the fund (if fund is regulated in EU/FATF or EEA) Evidence of regulator of the fund (if fund is regulated in EU/FATF or EEA) Information memorandum/prospectus of the fund List of investors of the fund and confirmation of their holding in the fund (not for regulated fund) Confirmation from fund of FATF equivalent AML key controls applied (if fund regulated outside EU/FATF or EEA) Confirmation of FATF equivalent KYC procedure applied (if fund is not regulated) Identification of the fund, specifically the shareholders, founders, directors and managers (if fund is not regulated) All original certified true copies of the identification documents and the list of authorised signatories referred to above must be sent directly to the Administrator. Certification may be made either by notary, public authority or a financial institution subject to equivalent regulation concerning the fight against money laundering and terrorist financing. 7. SETTLEMENT CONTACT (if different from investor details) Please provide information for the appropriate party to contact regarding settlement and other notices. Contact Name Company / Telephone Page 4 of 8

5 8. REPORTING Confirmation of the Subscription Orders approval shall be dispatched to: The Applicant A third Party (If third party please provide details) Company Name Transaction confirmation shall be dispatched to: Contact Name Telephone Fax The Applicant A third Party If third Party please provide details Company Name Contact Name Telephone Fax Position statements dispatch frequency: Monthly Quarterly on demand Position statements dispatch currency: Position statements shall be dispatched to: If third party please provide details Company Name The Applicant A third Party Contact Name Telephone Fax 9. DECLARATION We acknowledge that the subscribed amount including all fees is payable, at the latest 3 Luxembourg bank business days after the Valuation Day on which the Net Asset Value is used to determine the Subscription Price. I the signatory and Investor, confirm that I have received and am fully acquainted with the latest versions of the Prospectus, which were furnished to me, including: i. Disclaimer Section of the Prospectus; ii. Section Issue of Units, Redemption of Units and Market Timing Policy of the Prospectus providing that requests to subscribe to the units of the Fund may be rejected when they are considered as representing a pattern of market timing activity; iii. Risk Warning paragraph in Section Objective and Investment Policy of the Sub-Funds and Sub-Fund particulars of the Prospectus; iv. Section Net Asset Value of the Prospectus, providing that the calculation of the Net Asset Value may be suspended, and v. Section Charges and Expenses of the Prospectus. Page 5 of 8

6 I have fully understood and reviewed the Prospectus of the Fund and that I agree with the provisions, terms and conditions stipulated in such documents and that I nonetheless wish to make my Subscription Order. I authorise the Administrator to accept and execute any future instructions received by fax until written notice of the contrary. The applicant will assume all risks e.g. those arising from an error in communication or comprehension as well as those arising from fraud, resulting from the use of this communication means and relieve the Administrator from any and all responsibility in this respect. I understand that any instructions received by or on behalf of the Fund after the cut off time mentioned in the Offering Documents will be carried out at the price calculated at the next dealing day. I have been informed that I will, directly or indirectly, bear several fees, costs, charges and expenses associated with an investment in the Fund. I understand that the Administrator reserves the right in its sole discretion to reject this Subscription Order in whole or in part. I am not a US Person within the meaning of Regulation S of the United States Securities Acts and that I am not subscribing the Shares/Units for or on behalf, whether directly or indirectly of a US Person. I represent that I will not offer or sell the Shares/Units (i) to the public in any jurisdiction and (ii) to US Persons or to persons residing in the US. I will duly complete the documents for a physical person or legal entity beneficial owners as will be provided to us by the service provider of the Fund and provide all other documents necessary for the Administrator of the Fund to assess my quality as investor in the Fund, as the case may be, and as required under Luxembourg laws and regulations (including those attached hereto) and in particular confirm that (tick one of the following): Please summarise the sources of funds used to make this investment (for example, business profits (if so, state type of business), investment income, etc.): I confirm that I understand that further details or documentation may be required prior to acceptance of this application. I will promptly provide to the Fund information, which the fund may reasonably request in order to comply with relevant laws and regulations relating to money laundering. I hereby expressly instruct and authorise the Fund to transfer such information, including personal data, to other legal entities if such transfer is necessary to enable the fund to fulfil its legal and contractual duties. Page 6 of 8

7 10. ULTIMATE BENEFICIAL OWNER(S) These persons are the ultimate beneficial owner of the subscription of : Name Date of birth Nationality Each person listed above has completed a Declaration of Ultimate Beneficial Ownership, which is enclosed together with certified true copy of their passports. 11. DISCLAIMER The Fund or its agents reserves the right to refuse or to reject any identification document supplied in accordance with the instructions and conditions set out in this agreement and to refuse or to reject opening any account or completing any transaction relating to the application by the undersigned to subscribe for shares/units of the Fund where, in its reasonable opinion, the relevant identification documents have not been provided or the relevant identification procedures complied with. The Fund or its agents may at any time (acting reasonably) request that further and/or additional documents be supplied to it in connection with the verification of the identity of applicant and the ongoing application of anti-money laundering procedures and regulations to the Fund and for the updating of its records in this regard. Failure by the undersigned to provide promptly upon reasonable request by the Fund or its agents any document requested by it in accordance with this annex may result in the entry of the undersigned to the register of Share/Unit holders of the Fund and the payment of any distribution to the undersigned being delayed until such documentation is provided in such form as the Management Company/ Fund or its agents may in its absolute discretion accept. Signed in on 20 (Print Name of Entity) By: (Signature) Function: Page 7 of 8

8 12. DECLARATION OF ULTIMATE BENEFICIAL OWNERSHIP (one for each person) I declare in connection with the subscription of units in incorporated under the laws of the Grand Duchy of Luxembourg that: 1) I will be the ultimate beneficial owner of the subscribed units of. 2) The funds to be invested in by myself are not proceeds from drugs trafficking or from any other activities that might constitute a breach of article of the Luxembourg Criminal Code. The funds invested will not serve the purpose of prohibited financing of terrorism as defined by article of the Luxembourg Criminal Code. 3) I confirm that neither I, nor my parents, nor my spouse or any person assimilated to a spouse, nor my children and/or their spouses, am or are a person entrusted with an important public function within the meaning of the Luxembourg law of 17 July 2008, that is, I or they am or are presently not: - head of State, head of Government, minister, delegate minister or secretary of state to any Government, - member of any Parliament, - member of any Supreme, Constitutional or other High Court whose decisions are final and not subject to any further appeal, - member of any court of accounts, or director with any Central Bank, - ambassador, diplomatic agent or higher rank officer of Armed Forces, - member of any supervisory, management or administrative board of any public enterprise. 4) I confirm that the attached documents supplied to Services S.A., (the Administrator ), are up to date and accurate in all respects. 5) I undertake to inform promptly the Administrator with offices at 5 Place de la Gare, PO Box 1141, L-1011 Luxembourg, of any change in the information and declarations given above. This declaration is made pursuant to the law of November 12, 2004, as amended, on the prevention of money-laundering and the financing of terrorism, transposing directive 2001/97/CE of the European Parliament and of the Council of December 4, 2001 and modifying directive 91/308/CEE of the Council on the prevention of the use of the financial system for the purpose of the laundering of capital and amending various laws, and the declaration can only be disclosed to third parties within the framework of the above mentioned law. So done in on, 20 Signature Name (please print): Page 8 of 8