Integral Master Trust

Transcription

1 Integral Master Trust Integral Master Trust Prospectus PIE Funds Dated: 13 November 2013

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3 Integral Master Trust Prospectus PIE Funds Prospectus This statutory index is in accordance with Schedule 4 of the Securities Regulations Clause Page 1 Description of unit trusts 7 2 Managers and Promoters 8 3 Registrar, custodian, auditors, advisers and experts 9 4 Independence of Unit Trustee and any Custodians 10 5 Unit Trustee 10 6 Description of the unit trusts and their development 11 7 Unitholder liability 21 8 Summary Financial Statements 22 9 Minimum subscription Guarantors Acquisition of business or equity securities Options and units paid up otherwise than in cash Interested Persons Material contracts Pending proceedings Issue expenses Other terms of offer and units Financial Statements and auditor s report Places of inspection of documents Other material matters Manager s statement Unit Trustee s statement 32 1

4 Important information about this offer This prospectus ( Prospectus ) is dated 13 November 2013 and relates to the unit trusts known as: Cash Holding Fund Conservative Fund Balanced Fund Global Equities Fund The information contained in this Prospectus is provided in accordance with the Securities Act 1978 ( Securities Act ) and the Securities Regulations All legislation mentioned in this Prospectus can be viewed online at The offer under this Prospectus is made in New Zealand only. This Prospectus does not constitute an offer in any jurisdiction in which, or to any person to whom, it would be unlawful to make such an offer. Generally capitalised terms are defined in the Glossary. Unless the context otherwise requires, capitalised terms which are not defined in this Prospectus have the meaning given to them in the Fund s Trust Deed or relevant Establishment Deed. References to paragraphs and sections are to paragraphs and sections of this Prospectus. The securities being offered under this Prospectus have not been approved for trading on any securities market, and returns are not guaranteed by any person. The offer under this Prospectus does not take into account any person s investment objectives, financial situation or particular needs. Potential investors should seek professional advice from their accountant, Authorised Financial Adviser, tax adviser, solicitor or other professional adviser prior to deciding whether to invest. A signed copy of this Prospectus, together with copies of the documents required by section 41 of the Securities Act, have been delivered to the Registrar of Financial Service Providers at Auckland for registration under section 42 of the Securities Act. 2

5 Integral Master Trust Prospectus PIE Funds Glossary Financial disclosure documents can often be intimidating to investors because the terminology used in the documents is not adequately explained. To assist you, here is an explanation of a number of key terms you will find in this Prospectus. Term Application Form Asset Class Australian shares Authorised Financial Adviser Business Day Cash Fund or Funds Global shares Definition means the form attached to the back of the Investment Statement that you must complete to invest in any one of the Funds, or use to instruct us to buy further Units in any of the Funds. means a category of similar financial assets (for example Global shares, fixed interest and listed property). means shares listed on an approved index of the Australian Securities Exchange. means a person authorised by the New Zealand Financial Markets Authority to provide personalised financial adviser services to retail clients. means any day other than a Saturday or Sunday on which banks are open for general banking business in Auckland and Wellington, New Zealand. means New Zealand dollars or other near cash securities such as highly liquid, highly rated investments like bank deposits, bank bills and Government debt with less than one year before repayment. means the Cash Holding, Conservative, Balanced and Global Equities, PIE unit trusts offered in this Prospectus. means shares listed on any global stock exchange. GST means goods and services tax that is charged under the Goods and Services Tax Hedging or hedge Investment Manager Investment Statement Investor Investor Details Form IRD Issue (Buy) Price Manager PIE or PIEs PIE rules Prescribed Investor Rate or PIR Redemption Request Form Redemption (Sell) Price means an investment which is made in order to reduce the risk of adverse price movements. The primary use of hedging in the Funds is to reduce currency volatility. This is achieved through the use of derivatives. means the entity responsible for the investment of client monies, currently IOOF QuantPlus, a division of IOOF Investments Limited (formerly Plan B Trustees Limited). means the investment statement dated 13 November 2013 relating to an offer of the Funds offered in this Prospectus. means a person or entity that holds Units in the Funds offered in this Prospectus. This generally means you, and is sometimes also referred to as a Unitholder. means the form used to provide your details when you first invest in the Funds, or to update your details if you are already an investor and your details change and need updating for any reason. means New Zealand s Inland Revenue Department. means the net asset value of a Unit plus an amount calculated to reflect the cost of acquiring investments and other administrative costs relating to the issue of Units. This is the price you pay when you buy Units in a Fund. means the entity responsible for managing the Funds, currently IOOF New Zealand Limited (previously named Plan B Wealth Management Limited). means a portfolio investment entity, which is an entity that has elected to pay tax on your behalf based on your PIR. means the laws and regulations governing PIEs. means the rate of tax that you will pay on your investment in the Funds, and depending on your recent income, is either 0%, 10.5%, 17.5% or 28%. You choose a PIR that is applicable to you. means the form used to instruct us to sell some or all of the Units you have purchased in the Funds. means the net asset value of a Unit less an amount calculated to reflect the cost of selling investments and other administrative costs relating to the redemption (sale) of Units. This is the price you get when you redeem (sell) Units in a Fund. Related Party means a company that is deemed to be related to another company as defined by subsection 2(3) of the Companies Act Trust Deed means the trust deed for the Integral Master Trust dated 1 February Trustee means the entity who supervises the Manager for the benefit of Unitholders, currently Public Trust. 3

6 Term Unit Unitholder Unit Price Unit Trust Establishment Deed We, Us, Our or Ourselves You Definition means a Unit in a Fund. means a person or entity that holds Units in the Funds. This, generally, means you, and is sometimes also referred to as an Investor. means the price of a Unit in a Fund, which is calculated in accordance with the Trust Deed or relevant Unit Trust Establishment Deed. The price is based on the value of the underlying investments of the Fund at that time. means the deed used to establish the relevant Fund. means IOOF New Zealand Limited (previously named Plan B Wealth Management Limited), as Manager of the Funds. means you, as an existing or potential investor in any of the Funds. Words or phrases not defined in this section but appearing in capital letters in this Prospectus have the same meaning as in the Trust Deed or Unit Trust Establishment Deed. 4

7 Integral Master Trust Prospectus PIE Funds Key information summary This section provides a summary of key information about the Funds. You should read it in conjunction with the detailed information set out elsewhere in this document. Key terms Brief Summary For more information What sort of investment is this? Who looks after the Funds? What do the Funds invest in? When can I withdraw my money from the Fund? How much do I have to pay? What are the risks? This is an investment in unit trusts established under the Integral Master Trust (each a Fund and together the Funds ). The four Funds are each PIE funds. You can invest in one or more of the Funds. Public Trust is the Trustee of the Funds. IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) is the Manager and Promoter of the Funds. Investment management of the Funds has been delegated to IOOF QuantPlus, a division of IOOF Investment Management Limited, a Related Party of the Manager. Of the four Funds, two are diversified Funds and two are asset class Funds: Conservative Fund (diversified) Balanced Fund (diversified) Global Equities Fund (asset class) Cash Holding Fund (asset class). You can choose to invest in one or more of the Funds, each with differing levels of risk and potential returns. The diversified Funds each invest in cash, fixed interest and shares, although with different allocations. The asset class Funds invest in a single Asset Class, being shares (Global Equities Fund) and Cash (Cash Holding Fund). You are entitled to withdraw your money at any time, subject to our ability, in accordance with the Trust Deed, to suspend or defer withdrawals from any of the Funds you are invested in. If you are investing through a superannuation scheme that restricts your ability to withdraw your money, you may not be able to withdraw your money until a later point in time. To make a withdrawal, you must complete a Redemption Request Form and provide it to us for processing. The minimum contribution is 1,000 in any one individual Fund, with at least 10,000 invested across all of the Funds you choose to invest in. You can make lump sum deposits of 1,000 or more. You can make regular contributions of 250 or more. All investments involve risk, but the nature and extent of that risk varies depending on your investment. Investment returns are not guaranteed and there is a risk that returns may be negative. The potential return on an investment is generally related to the risk of the investment. The performance of each Fund is influenced by the market values and the returns of the underlying assets of the Fund, which over time go up and down. The principal risks involved in investing in the Funds include: General market conditions or specific asset classes may weaken, reducing the value of your investments; Changes in interest rates may affect returns and/or capital values; and Changes in the value of the New Zealand dollar may reduce the value of your investments; and Choosing one or more Funds that are not suitable for your personal circumstances. The impact of these risks may mean that: You may receive back less than you originally invested; You may not receive the returns you are expecting; and You may not be able to withdraw your money when you need it. We recommend that you discuss your financial situation with an Authorised Financial Adviser before you decide to invest in any of the Funds. See page 7 See pages 8-10 See pages and 29 See pages See page 7 See pages

8 Key terms Brief Summary For more information What are the charges? Does anyone guarantee the investment? Who can I contact for further information? Paid by selling some of your Units You will pay us an issuer fee of 0.40% per annum (calculated using the value of your investment). The issuer fee is charged monthly to the Fund you nominate on your Investor Details Form and is paid by way of sale of Units. If you invest in a Fund through a financial adviser, you may have to pay additional fees and costs to your adviser. These fees should be agreed in writing and will be paid by way of sale of Units. There are charges for using the Express Redemption Facility and arising from irregular client instructions (e.g. bank fees and FX spreads), which are recovered directly from your investment by sale of Units. Costs incurred by the Fund The registrar, investment manager, administration manager, trustee and custodian are entitled to fees for the services they provide to the Funds. The custodian s fee is paid out of the Trustee s fee or otherwise out of the Trustee s own funds. All other fees are paid from the assets of each Fund, and this will affect your returns. There are also indirect costs associated with the underlying investments of each Fund. These costs are not charged directly to the Funds and are reflected in the returns to the Funds paid by the underlying funds. These costs are explained in further detail on page 31. Currently the only transaction fee paid by the Fund on your behalf is the buy/sell spread fee. In addition, the Trustee and ourselves may also recover costs and expenses from the Funds. Such costs and expenses will be limited annually to 0.5% of the gross asset value of each Fund. We will pay costs and expenses in excess of this amount. No person, including the Trustee or ourselves, guarantee or promise the repayment of, or returns on, investments in the Funds. If you have any questions about your investment, you can contact your adviser (if you have one), us at info@integralonline.co.nz, call us on or write to us at our address set out on page 35. See pages See page 27 See page 34 6

9 Integral Master Trust Prospectus PIE Funds 1 Description of unit trusts This Prospectus offers Units in the Cash Holding Fund, Conservative Fund, Balanced Fund and Global Equities Fund. It is dated 13 November The Funds were established in 2011 in Auckland under the Integral Master Trust Deed dated 1 February 2011 ( Trust Deed ) and Unit Trust Establishment Deeds supplemental to the Trust Deed dated 1 February Each Fund was established on the date of its Unit Trust Establishment Deed, and will terminate in accordance with the provisions of the Trust Deed described in Section 6 under the heading Termination on page 18. Investment Objectives The Funds investment objectives are as follows: Cash Holding Fund To aim to preserve capital while providing a regular source of returns from cash and short term interest bearing investments. Conservative Fund To aim to generate consistent returns utilising a diversified portfolio with a slight bias towards defensive or income assets (currently 60% defensive and 40% growth, but subject to change at our discretion. Please contact us for up-to-date allocations). Balanced Fund To aim to generate long term capital growth utilising a diversified portfolio with a slight bias towards growth assets (currently 40% defensive and 60% growth, but subject to change at our discretion. Please contact us for up-to-date allocations). Global Equities Fund To aim to achieve long term capital growth through a structured exposure to listed Global shares. We may amend the Funds investment policies and objectives from time to time with the Trustee s approval. You will be notified in writing of any amendment to the Fund s investment policies or objectives. At the date of this Prospectus, we have no intention of changing the Funds investment policies and objectives. More information on the investment objectives and policies of the Funds is set out in Section 6 under the heading Investment of the Funds on page 15. Nature of a unit trust A unit trust is an investment that enables investors to pool their money with others. Pooling resources can enable access to a wider variety of assets and provide greater diversity than investors may achieve on their own. It also offers the potential benefits of professional investment management. The beneficial interests in the assets of a Fund are divided into Units, and the holders of these Units are called unitholders (each holder is a Unitholder and together, are the Unitholders ). Unless a Unit is granted special Class rights, each Unit in a Fund is of equal value and confers an equal undivided interest in the relevant Fund. A Unit in a Fund does not confer any interest in a particular part of the Fund or any asset of the Fund. Unitholders share in the gains, losses and expenses of a Fund. Unitholders in a Fund have no right to participate in the management of the Fund. Units in the Funds are offered under this Prospectus. Maximum number of units There is no maximum number or amount of Units that may be issued in the Funds. Investment sizes The minimum amounts that can be invested in the Funds are: Minimum initial investment amount: 10,000 (combined across all Funds you invest in, with a minimum investment in any Fund in which you choose to invest of 1,000) Minimum additional investment: 1,000 lump sum 250 additional regular investment per Fund via direct debit from your bank account We may vary or waive the minimum amount requirements at our discretion. Maximum We may set a maximum number or value of Units you can hold in a Fund. The current maximum value of Units you may hold in a Fund is the maximum permitted for the Fund to maintain Portfolio Investment Entity (PIE) status under the PIE Rules. At the date of this Prospectus, the PIE Rules stipulate that no one person can hold more than 20% of the Units in a Fund. 7

10 2 Managers and Promoters The manager and promoter of the Funds is IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) ( Manager ). We are responsible for the investment management, administration and promotion of each Fund. At the date of this Prospectus, our directors are: John David Atkinson Auckland, New Zealand John has been CEO of IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) since Prior to this, John was head of marketing at Plan B Group Holdings Limited, where he guided Plan B s marketing to current and prospective clients. John has previously held senior marketing roles in the Fast Moving Consumer Goods and Telecommunications sectors in Europe, the Caribbean and Australia. He has a Bachelor of Business Studies from Dublin City University and a Master of Business Studies from University College Dublin. David William John Coulter Melbourne, Australia David Coulter has been Chief Financial Officer of IOOF Holdings Limited since the merger between IOOF Holdings Limited and Australian Wealth Management Limited in Prior to the merger, he was head of management reporting at IOOF. He has financial services and listed entity experience, having worked at ANZ Bank and Colonial Mutual Life Assurance Society Limited as well as in the agribusiness sector in a twenty year professional career. He is a Chartered Accountant, and has a Bachelor of Commerce from Melbourne University. Christopher Francis Kelaher Melbourne, Australia Chris Kelaher (B.Ec, LL.B, F Fin.) was appointed as IOOF Holdings Limited s Managing Director following the merger between IOOF Holdings Limited and Australian Wealth Management Limited in He previously served as managing director of Australian Wealth Management Limited s principal operating businesses since 1997 and has more than 20 years investment management and business development experience. During his time at Citicorp Global Asset Management, Chris was responsible for business management, strategic marketing and sales growth in Australia, and performed an important role in the establishment of Citicorp Investment Management/Global Asset Management in Australia, including establishing its New Zealand business. Our address and the place where our directors can be contacted is: Level 5 2 Commerce Street Auckland 1010 The name and addresses of our directors may change at any time. Please contact us to obtain current details. We were incorporated in New Zealand under the Companies Act 1993 on 21 October Our ultimate holding company is IOOF Holdings Limited, a company incorporated in Australia. In October 2012, IOOF Holdings Limited purchased all the shares in Plan B Group Holdings, who was our previous ultimate holding company. We do not manage any other unit trusts. Administration and Investment Managers We have delegated the administration management for each Fund to MMc Limited ( Administration Manager ). The Administration Manager can be contacted at: Level 13 Citigroup Centre 23 Customs Street East Auckland 1010 PO Box Auckland We have delegated investment management for the Funds to IOOF QuantPlus, a division of IOOF Investment Management Limited (previously this was Plan B Trustees Limited Investment Manager ). The Investment Manager is, like us, a wholly owned subsidiary of IOOF Holdings Limited and is therefore a Related Party of ours. In the preceding five years neither ourselves, the Administration Manager nor the Investment Manager (or any of their directors) have been adjudged bankrupt or insolvent, convicted of any crime involving dishonesty, prohibited from acting as a director of a company, or been placed in statutory management, voluntary administration, liquidation or receivership. 8

11 Integral Master Trust Prospectus PIE Funds 3 Registrar, custodian, auditors, advisers and experts Registrar Appello Services Limited provides registry services to each Fund. Appello Services Limited can be contacted at: Level 2 75 Queen Street Auckland 1010 PO Box Auckland 1143 Custodian Integral Nominees Limited, a wholly-owned subsidiary of the Trustee, acts as the custodian for the Funds ( Custodian ). The Custodian can be contacted at: Advisers The solicitors involved in the preparation of this Prospectus are DLA Phillips Fox. DLA Phillips Fox can be contacted at: DLA Phillips Fox Level 22 Shortland Street 209 Queen Street Auckland 1010 PO Box 160 Auckland Experts There are no experts named in this Prospectus. Level Willis Street Wellington 6145 PO Box 5067 Wellington Auditors The auditor for each Fund is KPMG. At the date of this Prospectus KPMG is a registered audit firm under section 87 of the Auditor Regulation Act The firm s transitional registration is not subject to any conditions. KPMG can be contacted at: 18 Viaduct Harbour Avenue Auckland 1140 PO Box 1584 Auckland 9

12 4 Independence of Unit Trustee and any Custodians The Trustee and the Custodian are independent of us (being both the Manager and Promoter), the Administration Manager and the Investment Manager. 5 Unit Trustee The Trustee of the Funds is Public Trust ( Trustee ). The Trustee can be contacted at: Level Willis Street Wellington 6145 PO Box 5067 Wellington Telephone: (04) Facsimile: (04) enquiry@trustee.co.nz At the date of this Prospectus, the members of the Trustee s board are: Sarah Mary Roberts (resident in Auckland); Susan Mary Anna McCormack (resident in Christchurch); Rodger John Finlay (resident in Christchurch); Fiona Ann Oliver (resident in Auckland); and Dilkhush (Dinu) Harry (resident in Auckland). The Trustee is a statutory corporation and Crown entity established and constituted in New Zealand on 1 March 2002 under the Public Trust Act The Trustee is indemnified by a Fund except if that loss arises from its own negligence. The Trustee is also entitled to be reimbursed from a Fund if it is held personally liable for any debt, liability or obligation incurred by or on behalf of the Funds, except if that debt, liability or obligation arises as a result of its own negligence. No person, including the Trustee, guarantees the repayment of Units in the Funds, or any returns on any Units. The Trustee has been granted a licence pursuant to the Securities Trustees and Statutory Supervisors Act 2011 to act as trustee in respect of unit trusts for a term expiring on 16 January Full details and conditions which apply in respect of the licence can be found on the Trustee s website, at the following link: The board members of the Trustee may change from time to time. All of the Trustee s board members can be contacted at the Trustee s address noted above. 10

13 Integral Master Trust Prospectus PIE Funds 6 Description of the unit trusts and their development The Funds were established pursuant to the Trust Deed dated 1 February 2011 and by Unit Trust Establishment Deeds, dated 1 February Summary of the Principal Terms of the Trust Deed The following is a summary of the principal terms of the Trust Deed and the Unit Trust Establishment Deeds for each of the Funds. If you require further information please refer to the Trust Deed itself. Copies are available as described in Section 19 under the heading Places of inspection of documents on page 32. The Trustee The Trustee is responsible for ensuring that each Fund is managed in the best interests of that Fund s investors in accordance with the terms of the Trust Deed. The Trust Deed is deemed to include provisions requiring the Trustee to exercise reasonable diligence to ascertain whether or not any breach of the terms of the Trust Deed or of the terms of the offer of the Units in each Fund has occurred, and do all things that it is empowered to do to cause any such breach to be remedied (except if it is satisfied that the breach will not materially prejudice the interests of the holders of the Units in each Fund). Creation of Trust The Trustee holds the assets of each Fund in trust for the relevant Unitholders on the terms and conditions contained in the Trust Deed and the relevant Fund s Unit Trust Establishment Deed. The Trust Deed requires that each Fund be established by a Unit Trust Establishment Deed that includes certain matters applicable to that Fund. The assets and liabilities of each Fund are exclusive to that Fund therefore the assets of one Fund are not available to meet the liabilities of another Fund. Application for and issue of units If you wish to apply for Units in one of the Funds, you must provide us with an application in the form attached to the current Investment Statement for the Funds. Your application for Units, and future investment in the Funds, must be equal to or more than the minimum dollar values set out in Section 1 under the heading Description of unit trusts on page 7. You may apply to invest on any New Zealand Business Day, unless we have susp or deferred accepting client monies for a Fund you choose. We may, at our discretion, change the minimum investment amounts or accept applications for investment in any of the Funds for an investment below the minimum investment amounts. Units may be subscribed for in cash or by transferring securities which we may approve at our discretion to the relevant Fund(s). Units will be issued immediately after the next valuation date following receipt by us of your payment for the Units. Each Unit is issued at the Issue (Buy) Price. The Issue (Buy) Price of a Unit is the net asset value of a Unit plus an amount calculated to reflect the cost of acquiring investments and other administrative costs relating to the issue of Units. The Issue (Buy) Price will not exceed 0.25% of the net asset value per Unit and is currently between nil and 0.16% (refer to Section 13 under the heading Interested Persons on pages for further details on fees and charges). As at the date of this Prospectus the Funds are valued on a daily basis. As at the date of this Prospectus the Issue (Buy) Price of a Unit is determined as at the end of each Business Day. If your application is received and accepted on or before noon (NZ time) on a Business Day, you will be issued Units at that day s Issue (Buy) Price, determined as at the end of that day. If your application is received and accepted after noon (NZ time) on a Business Day, Units will be issued to you at the following Business Day s Issue (Buy) Price, determined as at the end of the following Business Day. Units will only be issued once we confirm your application monies have been cleared. We may accept or refuse any application either in whole or part. We are not required to provide any reasons for such a refusal. If your application is refused, your application monies will be refunded, without interest. The Register We have delegated to Appello Services Limited responsibility for keeping and maintaining an up to date Unit register of Unitholders for the Funds ( Register ). You may inspect the Register free of charge at any time at the offices of Appello Services Limited during normal business hours. Please refer to page 9 for the contact details of Appello Services Limited. If you wish to change your name or address on the Register, you must notify us or Appello Services Limited in writing to enable the Register to be altered accordingly. We, together with the Trustee, are entitled to rely upon entries in the Register as being correct. 11

14 Withdrawal of units You may withdraw all or part of your investment in the Funds at any time by sending us or your adviser a written notice to that effect ( Redemption Request ). In certain circumstances (for example if you invest as a member of a superannuation scheme) there may be restrictions on your eligibility to withdraw your funds. You should speak to your superannuation scheme or financial adviser to understand what, if any, restrictions may apply to you. You must make a Redemption Request in a form and manner that is acceptable to us. At the date of this Prospectus, Redemption Requests must be 1,000 or more (unless you are making a full withdrawal). Your balance after a partial withdrawal must exceed the current minimum initial investment amount of 10,000 in total across all Funds. If this will not be the case, we may either refuse your request, or sell all of your Units. You may also choose to take regular withdrawals. The minimum regular withdrawal amount is currently 250. We can impose (or alter an existing) minimum requirement on the number of Units that may be withdrawn or transferred. We can change this minimum amount at any time. When we receive a Redemption Request from you, we will either repurchase each Unit to which such request relates, or request the Trustee to redeem (or repurchase) each Unit to which the request relates, in each case for an amount equal to the Redemption (Sell) Price. The proceeds will then be paid to you. The Redemption (Sell) Price of a Unit is the net asset value of a Unit less an amount calculated to reflect the cost of selling investments and other administrative costs relating to the sale of Units. This will not exceed 0.25% of the net asset value per Unit and is currently between nil and 0.16% (please refer to Section 13 under the heading Interested Persons on pages for further details on fees and charges). Currently the Redemption (Sell) Price of a Unit is determined as at the end of each Business Day. If we receive your Redemption Request before noon (NZ time) on a Business Day, you will receive the price on that day. If we receive your Redemption Request after noon (NZ time) on a Business Day, you will receive the next Business Day s price. We will pay you your withdrawal proceeds as soon as practicable after we have processed your Redemption Request, and in any event within 60 days after we process your Redemption Request. We intend to pay withdrawal proceeds within 10 days of receiving a correctly completed Redemption Request. Withdrawal proceeds will not be specifically taxable to you (see Section 6 under the heading Tax on Redemptions on page 20 for more information); however we may have to deduct any PIE tax payable on your behalf. We will deduct any PIE tax you owe from the withdrawal proceeds and pay it to the IRD. You need to maintain a minimum balance of 10,000 in total across all Funds with a minimum balance of 1,000 in any Fund in which you choose to invest. We may change the minimum balances required from time to time. We may compulsorily sell your Units in a Fund if your total balance across all Funds falls below 10,000 or your balance in any individual Fund falls below the minimum investment amount (currently 1,000). Before selling your Units, we will provide you one month s written notice of our intention to sell your Units. We will pay the sale proceeds to your nominated bank account (or to you by cheque if we do not hold your bank account details). Express Redemption Facility Despite the 60 day timeframe within which we may take to process and pay your withdrawal request, you can ask to withdraw a specified amount more quickly. This is known as the Express Redemption Facility. It can be used for withdrawals that are less than 50% of your total investment in the Funds based on the most recent Redemption (Sell) Price available at the time the Express Redemption Facility request is received, to a maximum of 50,000. As soon as practicable after we receive an Express Redemption Facility request, we will advance you the payment from the relevant Fund by way of a loan from the Trust. Once the price of your withdrawal has been determined, Units held by you will be redeemed (sold) equal to the value of the Express Redemption Facility as well as any tax or fees payable in relation to the withdrawal (see below). A 20 fee will be charged if you choose to use the Express Redemption Facility. This fee is not paid to us or any other party involved in providing the Funds, including the Trustee, but is paid back into the relevant Fund to reimburse other Unitholders for the costs involved in your use of this facility. We may at our discretion, refuse to process a withdrawal using the Express Redemption Facility, or process the withdrawal for a lesser amount than requested. We are not required to provide any reason for making such a decision. If this happens, no fee will be charged, and the withdrawal will be processed as a standard withdrawal. If, within 60 Business Days, we receive Redemption Requests totalling more than 10% (or such other criteria as specified in the relevant Unit Trust Establishment Deed) of the number of Units on issue in that Fund, we may determine it is in the interests of all Unitholders in that Fund to defer immediate withdrawal. If we do this, we shall determine a basis for processing withdrawals that we consider is in the general interests of all Unitholders in that Fund. 12

15 Integral Master Trust Prospectus PIE Funds If this happens, it may take up to but not more than 6 months to process the Redemption Requests. This timeframe may be changed but any such change would need to be approved by an extraordinary resolution of Unitholders. We must notify the Trustee if we intend to defer processing any Redemption Request as soon as reasonably practicable. Suspension of withdrawals We may suspend withdrawals due to: a decision to wind up a Fund; financial, political or economic conditions; a threat to a Fund s eligibility for PIE status; the nature of any asset or investment of a Fund; or the occurrence or existence of any other circumstance or event. If we decide to suspend withdrawals we must firstly give notice to the Trustee and to all Unitholders who made a Redemption Request to advise them of the proposed suspension. If we suspend withdrawals for a Fund for more than two weeks, we must give notice to all Unitholders in that Fund. The suspension will continue until: we give you notice that the suspension has concluded; or the expiry of any period stated in the relevant Unit Trust Establishment Deed; or six months after the date of the notice; or another date approved by an extraordinary resolution of Unitholders. Transfers of units You may transfer all or part of your Units. You must request the transfer in writing using our approved transfer request form. The transfer must be for more than the minimum number of Units or dollar value (if one is set) and be signed by both the transferor and transferee. You must send the transfer form to us. Once accepted, we will instruct the Registrar to update the Register. The transfer becomes effective when the Register is updated. We may decline to register any transfer if it does not comply with any applicable statutory provisions or the relevant Unit Trust Establishment Deed. This may be because: the transfer means you or the transferee would hold less than the minimum investment amount for the Funds; the transfer is for less than the minimum additional investment amount for the Funds; or the transfer would result in any of the Funds losing their status as a PIE. No transfer of any Units can be registered unless any sums owed in respect of those Units (including any applicable PIE tax, or other duties or any commissions, fees and charges in respect of the transfer of the units) have been paid. The Register may be closed for transfers for such time or times as we think fit, but not exceeding 30 Business Days in aggregate for each year. Transmission of units If you die, we will act on instructions from your executor or administrator. If you hold your investments jointly, the survivor or survivors of the relevant Units will own those Units following your death and be recognised by us as having any title to the Units registered in your name. If you have requested a transfer of some or all of your investments, and die before we have finished processing the transfer, we may complete the transfer despite being made aware of your death prior to the completion of the transfer. Management of the Funds We manage the Funds in accordance with the Trust Deed. We can make decisions about investment and may delegate certain duties to other parties. We may take any action we deem appropriate to ensure each Fund remains eligible to be a PIE. This includes the compulsory acquisition by us of your Units, for example to pay any tax. In this situation, we would pay the proceeds to you (and Inland Revenue), as appropriate. Borrowing Powers The Trustee has power to, and must, if so directed by us: borrow money from any person (including a Unitholder); take any steps necessary to give effect to any such borrowing including enter into loan documents or securities, sell, discount, endorse or deal with bills of exchange, promissory notes and other securities; and mortgage, charge, pledge or otherwise create a security interest over all or any of the assets of the Funds as security for any borrowing. Normally the Funds may not borrow in total more than 10% of the total amount of all of their investments. Any Fund may borrow more than the 10% cap (by direction by us to the Trustee) subject to such borrowing being limited to a short term basis with the prior approval of the Trustee. At the date of this Prospectus, we do not intend to borrow, except on a short-term basis and for special operational purposes. 13

16 Financial Statements and Auditor We are responsible for preparing financial statements in respect of the Funds at the end of each financial year. The financial statements are audited and we must provide copies of the audited financial statements to the Trustee and each Unitholder. Investment of the Funds Subject to the Trust Deed and the Unit Trust Establishment Deeds and the powers, rights and discretions given to us, the Trustee shall have all powers over and in respect of the Funds investments which it could exercise if it were the absolute and beneficial owner of such investments. We, together with the Trustee, may create guidelines and procedures to follow in connection with the investment of the Funds. These guidelines and procedures are called our Investment Policy. The Investment Policy sets out our investment objectives, Authorised Investments and general investment restrictions for the Funds. A description of the Investment Objectives of the Funds is set out in Section 1 under the heading Description of unit trusts on page 7. There are no restrictions on investment of the Funds, as we can change the Investment Policies of the Funds at any time with the Trustee s approval. Subject to that, we must invest the Funds in accordance with the Investment Policies for the Funds. Unitholders, together with the Trustee will receive written notification of any change to the Funds Investment Policies. Authorised Investments mean those investments in which the Funds may be invested and are set out in the relevant Funds Investment Policy. At the date of this Prospectus the Authorised Investments of the Funds include any of the following: ordinary and preference shares or capital of any person; units or other interests in any unit trust, group investment fund, participatory security (as defined in the Securities Act 1978) or similar undertakings or schemes; interests in any exchange traded funds; deposits with or loans to any person whether secured or unsecured; debentures, bonds, notes or similar obligations of any person whether secured or unsecured; bills of exchange, promissory notes and other forms of negotiable instruments made, drawn or accepted by any person; financial futures contracts and swap contracts; any stock, bonds, obligations or other securities issued or guaranteed by any government or governmental agency or local municipal or statutory authority of any country; underwriting or sub underwriting contracts; foreign currency exchange and foreign exchange contracts 1 ; any option or right to take up or sell any authorised investment; any instrument or arrangement for hedging or reducing any currency risk or interest rate risk or market movement or commodity price risk or other financial risk whether or not at any particular time the instrument or arrangement constitutes an asset; and any other investment or asset not covered by the above and approved by the Trustee. In addition to the investments permitted under the Unit Trust Establishment Deeds the Trustee may permit other investments to be made. All Funds have the same Authorised Investment list, but each Fund has a separate investment objective (as outlined in Section 1 under the heading Description of unit trusts on page 7) that will be taken into consideration when making investment choices. The Funds are able to enter into transactions with Related Parties to us or the Trustee. This includes causing one Fund to invest into another Fund or any other unit trust established under the Trust Deed subject to certain protections in the Trust Deed for the benefit of Unitholders. Please refer to Section 13 under the heading Interests in securities issued by Related Parties on page 30 for more information. Income distributions At the date of this Prospectus we do not intend to make any income distributions from the Funds. If we choose to make income distributions from the Funds in the future, those distributions will be reinvested within two months of the distribution date. You can, however, request the distribution to be paid to your nominated bank account if you do not wish it to be reinvested. You must advise us prior to the distribution date. Your returns will be reflected in the value of your Units. Please refer to section 6 under the heading Withdrawal of units on page 12 for information in relation to the valuation of your Units A commitment to buy or sell a specified amount of foreign currency on a fixed date and rate of exchange.

17 Integral Master Trust Prospectus PIE Funds The Trustee and the Manager The Trustee will exercise due diligence in carrying out its functions and duties under the Trust Deed. It will keep the Funds separate from any other fund established under the Trust Deed. It will also keep the Funds separate from any other assets, investments and property that the Trustee is responsible for. We will use our best endeavours to ensure that the business of the Funds is carried on in a proper and efficient manner. Removal and Retirement of the Manager We will cease to hold office as manager of the Funds and must immediately stop all management activities if: we are removed by the High Court on the application of the Trustee, any Unitholder, or the responsible Minister under the Unit Trusts Act 1960; the Trustee certifies that it is in the interests of Unitholders that we be removed; or the Unitholders resolve under section 18 of the Unit Trusts Act 1960 to remove us as manager. We may retire as manager of the Funds at any time without giving any reason. We need to give three months notice in writing to the Trustee and a new manager needs to be appointed before our retirement will have effect. Removal and Retirement of Trustee The Trustee may be removed as Trustee by the High Court on our application or the responsible Minister under the Unit Trusts Act The Trustee may retire at any time without giving any reason. It needs to give us three months written notice of its intention to retire and a new trustee needs to be appointed and execute the relevant deed of appointment before the Trustee s retirement will take effect. The Trustee may only retire in respect of every Fund established under the Trust Deed. The Trustee must retire if the Trustee itself (not solely in its capacity as the trustee of any other trust): becomes insolvent or is unable to pay its debts as they fall due; stops or suspends, or threatens to stop paying its debts; begins negotiations or takes any proceedings to reschedule any of its debts; or makes, or proposes to make, an assignment, arrangement or composition with, or for the benefit of, its creditors in respect of or affecting any of its indebtedness. Remuneration The Trustee is entitled to be paid for its role in respect of the Funds. These fees will be agreed between the Trustee and ourselves. The Trustee may change its fees, subject to our approval. If it proposes to increase such fees, it must give three months notice to all Unitholders of such an increase. The Trustee can charge reasonable additional fees, on a costs and disbursements basis, for special services. We must agree to these. The Trustee can charge goods and services tax ( GST ) or duty or similar tax or duty payable in respect of such fees. We are entitled to charge fees for our services as Manager of the Funds in accordance with the Unit Trust Establishment Deeds. We may change our fees, or charge new fees, from time to time where permitted under the relevant Unit Trust Establishment Deed. We can charge GST on our fees. Please refer to Section 13 under the heading Interested Persons on pages 29 and 30 for further details on fees and charges. Reimbursement of Expenses In respect of each Fund, the Trustee and ourselves can be reimbursed out of the relevant Fund (whether from income or capital or both) for and in respect of: all costs charges, fees and expenses (including legal and valuation fees) incurred in connection with the formation of the Fund, the preparation and registration of any statements, information memorandum, the acquisition, registration, custody, disposal of or other dealing with investments of the Fund, including bank charges and stamp duty, and the expenses of any agents or nominated company of the Trustee or ourselves both within and outside New Zealand but excluding any incidental out-of-pocket expense we incur or the Trustee incurs; all costs, charges and expenses (including legal and valuation fees) incurred in connection with the investigation and negotiation for the acquisition for the Fund of any asset which comes within the definition of Authorised Investments, whether or not it is in fact acquired; the fees, costs and expenses of the Administration Manager or Investment Manager; all costs incurred in determining the net asset value of a Fund or any Authorised Investment; audit fees and expenses of the Fund; all taxes, duties and imposts charged to or payable by the Trustee or Manager (whether by any Taxing Authority or any other Person); 15

18 interest and other expenses relating to borrowing and discounts and acceptance and other fees in respect of bill facilities; the costs of convening and holding any meeting of Unitholders in the Fund; administrative costs such as the costs of mailing and postage in respect of all cheques, accounts, distribution statements, notices, quarterly and other reports and other documents posted to all or any Unitholders in accordance with the provisions of the Trust Deed; the fees and expenses of any solicitor, barrister, valuer, accountant or other person we engage or the Trustee engages in discharging our respective duties under the Trust Deed; all costs of preparing and printing certificates, accounts, distribution statements, cheques and any Information Memorandum in relation to the Fund; registry expenses; the cost of the preparation and lodgement of tax returns; or any other expenses properly and reasonably incurred by the Trustee or the Manager in connection with carrying out their respective duties under the Trust Deed including, without limitation, the costs of promoting and marketing the Fund. Limitation of responsibilities Subject to the Unit Trusts Act 1960, the Trustee and ourselves are entitled to be indemnified against any expense or liability which may be incurred by the Trustee or the Manager (as the case may be) in bringing or defending any action or suit in respect of the Funds or the provisions of the Trust Deed, except to the extent that any such expense or liability is caused by the failure of the Trustee or ourselves to show the care and diligence required by the Unit Trusts Act The Trustee and ourselves (except as otherwise expressly provided in the Trust Deed) can only act for and on behalf of the Funds. We do not act on our own behalf. The Trustee and ourselves are (except as otherwise expressly provided in the Trust Deed) not personally liable and no-one may resort to the Trustee s or our private property to pay for any obligation of the Funds. The Trustee and ourselves are indemnified by a Fund in respect of any debt, liability or obligation incurred by or on behalf of the Funds except if that debt, liability or obligation loss arises as a result of the Trustee s or our own negligence. The Trustee and ourselves are entitled to be reimbursed from a Fund to the extent either of us are held personally liable for any debt, liability or obligation incurred by or on behalf of the Funds (other than in respect of the Trustee s or our own negligence). Meetings of Unitholders We must summon a meeting of Unitholders if at any time: the Trustee requests such a meeting; one-tenth or more in number of all Unitholders request it; or Unitholders holding one-tenth or more of the Units on issue at the date of the request so request it. We may, of our own volition, convene a meeting of Unitholders to be held at such place as is acceptable to the Trustee. Amendments to the Trust Deed or Unit Trust Establishment Deeds Together with the Trustee we may at any time make any alteration, modification, variation or addition to the provisions of the Trust Deed or any Unit Trust Establishment Deed (by means of a deed signed by the Trustee and the Manager) in any of the following cases: if the Trustee believes the change is made to correct a manifest error or is of a formal, administrative or technical nature; if the Trustee believes the change is necessary or desirable for the more convenient, economical or advantageous working, management or administration of any of the Funds or for safeguarding or enhancing the interests of any of the Funds or Unitholders and is not or not likely to become materially prejudicial to the general interests of all Unitholders of the relevant Funds; if, in the case of a change affecting all Unitholders, the change is authorised by an extraordinary resolution of all Unitholders as if they were beneficiaries of a single Fund, the provisions of the Schedule relating to meetings of Unitholders will be read accordingly; if the Trustee believes a change to the Trust Deed or any Unit Trust Establishment Deed is necessary or desirable due to a change in any law, regulation or requirement of any statutory authority affecting unit trusts, including tax laws; if, in our reasonable opinion such amendment is necessary or desirable to maintain the status of a Fund as a PIE under the PIE Rules or other relevant legislation or to permit and to operate more efficiently under such legislation; or if, in the case of a change affecting Unitholders in a particular Fund, the change is authorised by an extraordinary resolution of those Unitholders. Notice of any amendment to the Trust Deed or any Unit Trust Establishment Deed will be sent to you at the same time as we send you the annual accounts of the Funds. 16

19 Integral Master Trust Prospectus PIE Funds Termination The Funds will terminate on the earliest of: the date we provide written notice of termination to the Trustee and Unitholders The termination date will be at least three months after such notice; 80 years, less two days, from the date of the Trust Deed; or an extraordinary resolution being passed by Unitholders resolving to terminate the Funds. Procedure on winding up If we wind up a Fund, the assets of the Fund will be sold. The net proceeds arising from the sale of the relevant Fund s investments must be used by the Trustee as follows: first, in payment or retention of all costs, charges, expenses and liabilities incurred and payments made by or on behalf of the Trustee or ourselves and payable from the Funds and of all remuneration payable to the Trustee and ourselves as provided in the Trust Deed or the Unit Trust Establishment Deed; and second, in payment to the Unitholders pro rata to the number of Units held by them in the Funds or as otherwise specified in the Unit Trust Establishment Deed. Tax on redemption The tax treatment of withdrawals from the Funds is stated on pages 12 and You (and your personal representatives, if you die) indemnify the Trustee and us for any tax paid or payable by us or the Trustee in respect of you and your personal representatives. Payments to Unitholders We or the Trustee (as relevant) may pay any monies owed to you by direct credit to any bank account you nominate. Investment Activities and Performance The Funds commenced business on 1 February 2011 and have been investing money on behalf of clients from: Conservative Fund: 25 May 2011 Balanced Fund: 19 May 2011 Global Equities Fund: 19 May 2011 Cash Holding Fund: 20 May 2011 In October 2012, all the shares in our original ultimate holding company, Plan B Group Holdings Limited, were acquired by IOOF Holdings Limited. As a result of this transaction, the investment division within the Plan B Group was transferred to the IOOF Group s investment company, IOOF Investment Management Limited. That investment division continues to operate under the name IOOF QuantPlus. Performance Returns Year 2013 Fund Return (%) Conservative Fund 6.45% Balanced Fund 7.58% Global Equities Fund 7.52% Cash Holding Fund 3.52% Performance Returns 10 month period 2012 Fund Return (%) Conservative Fund 1.44% Balanced Fund -0.15% Global Equities Fund -1.87% Cash Holding Fund 3.02% The performance of each Fund is calculated on a daily compounded rate of return basis before taxes but after investment management fees and expenses. The issuer fee and any adviser fee are not included in the above performance calculations. Any issuer fee or adviser fee will reduce the above Fund returns. The returns for the 10 month period to 2012 are the actual returns earned (i.e. percentage gains or losses in Fund values) and have not been annualised. Please note that past performance is not necessarily indicative of future returns. Returns are not guaranteed and no amount of returns quantifiable as at the date of this Prospectus is promised by any person. Please refer to pages 28 to 30 for information about fees and Section 6 on pages 19 to 21 for tax information. Investment Risk Any investment involves risk, but the nature and extent of that risk varies. The performance of each Fund is influenced by the market values and the returns of the underlying assets of that Fund, which over time go up and down. There can be no guarantee that the objectives of a Fund will be achieved. The principal risks from investing in the Funds are: Exposure to market risk and volatility The value of your investment in the Fund can go up and down. This is reflected in the Unit Price of each Unit that you have purchased. Unit prices are affected by: general market conditions and share market sentiment the value of the assets of each Fund currency movements (in certain Fund(s)) interest rates (in certain Fund(s)) any fees and expenses paid any tax paid. If the Redemption (Sell) Price when you sell your Units is less than the Issue (Buy) Price was when you bought those Units, you may receive back less than you originally invested. 17

20 Asset class risk Different risks apply to different Asset Classes. Detailed below are examples of how risks relate to different Asset Classes: Cash is generally considered to be the lowest risk investment because of its limited potential to rise and fall in value over the short term. However, the generally lower medium to long term investment return from cash investments may mean that you do not earn enough in the long term to meet your financial goals; Fixed interest is generally seen as a moderate risk investment. Interest rate changes will create capital gains or losses. However, fixed interest investments are generally less volatile over the short term than property or shares; Property is seen as a moderate to high risk investment. Returns rely on general economic factors like inflation, interest rates and employment, as well as location and quality. While returns are generally higher than cash or fixed interest, the value of property investments is also subject to some volatility. Property is also seen as vulnerable to liquidity risk; and International and Australian shares are exposed to general economic factors such as inflation, interest rates and changes in market conditions. These factors will all have an effect on the value of shares as does the performance of the company itself. They are also subject to the additional risk of exchange rate volatility, and to political risks associated with investing in different countries. Shares are considered the highest risk investment because they are subject to significant volatility. You should ensure that the Asset Classes you are exposed to are suitable for your particular circumstances. We encourage you to obtain advice from an Authorised Financial Adviser before investing. Currency risk Investment in international markets involves currency risk. Adverse movements in exchange rates can reduce the value of your investment. For example, a fall in the New Zealand dollar can result in an increase in the value of international investments. Conversely, a rise in the New Zealand dollar can decrease the value of your international investments. The Conservative, Balanced and Global Equities Funds all invest in international markets. While fixed interest investments are hedged to the New Zealand dollar, share investments are not hedged. Interest rate risk Investments in cash or fixed interest are subject to interest rate risk where an interest rate change directly affects return. Interest rate changes also have an effect on share markets and property markets. The effect may take some time to impact these markets, although the expectation of a change is often built into prices. For these markets, it is the difference between the expectation and the actual change in the interest rate that will affect the return on your investment. Other material risks There are also other material risks that may affect investing in the Funds, including: Inflation risk The risk that your investment will lose real value because the rate of inflation is above the return on your investment; Liquidity risk Low liquidity is a risk, as it can reflect the lack of demand for an investment, and make that investment more difficult to sell in a timely manner. This may affect your return if you do not have the time to wait for demand to increase, and you sell at a lower price. It is a characteristic of some markets that assets trade infrequently. Generally, the property market has a greater liquidity risk compared to the share market. Within the share market, smaller companies will be less liquid than the larger companies that are traded more frequently. Country risk Investing internationally brings with it a range of specific risks. Each country s market is regulated differently, resulting in different levels of investor protection. Economic and political conditions may be more volatile in some countries, creating uncertainty and an increase in unforeseen factors; Emerging market risk Investments in emerging markets include risks additional to those normally associated with an investment in more developed markets. These risks may include restrictions on investment and repatriation of investment capital, the ability to exchange currencies, currency and security price volatility, and markets that may be less liquid and less regulated. Political and social unrest together with government involvement in the economy can also increase risk; Legislative risk Changes to existing law or the introduction of new law could have a significant impact on your investment. Legislative risk generally entails a change to one or more laws that may directly impact your investment; Lack of portfolio diversification Concentrating investments adds risk. A lack of diversification in a portfolio can increase the volatility and expose you to unexpected changes in market conditions; and Loss of PIE status Although we are allowed to take any necessary action to maintain the Funds PIE status, there may be circumstances where PIE status could be lost, despite any actions we take. The implications of this event would depend on your particular circumstances. 18

21 Integral Master Trust Prospectus PIE Funds Implications of risks The above risks may affect the Funds differently. They may have positive or negative implications. You can help to reduce the risk by diversification over different Asset Classes and different markets. We recommend you seek advice from an Authorised Financial Adviser about the suitability of the Funds to your particular circumstances prior to investing. The Funds have been designed to provide investors with an exposure to their underlying Asset Classes, so risks associated with investing in those Asset Classes are not mitigated. Due to the risks involved in investing in the Funds, it is reasonably foreseeable that you may receive back less than you invest into the Funds. However, you will not be required to pay more money than you invest into the Funds (with the exception of any PIE tax liability you may incur). It is also reasonably foreseeable that: you may not receive the returns you are expecting; or you may not be able to withdraw your money when you need it. No person, including the Trustee or ourselves, or their respective directors or shareholders, guarantees the performance of the Funds, or any rate of return, or the return of your capital. Your investments are not secured against any assets. Consequences of insolvency You have no liability to pay money to any person as a result of the insolvency or winding up of a Fund except for any tax liability (see Section 6 on page 21 for more information on tax). On insolvency or winding up of a Fund, the assets of the Fund are first used to meet the claims of any creditors of the Fund (whether preferred, secured or unsecured). This includes fees paid to the Trustee, Manager, Investment Manager, Registrar, Administration Manager and ourselves, and tax paid to Inland Revenue. Following this, the remaining assets of the Fund will be distributed to you in proportion to the number of Units held. At the date of this Prospectus there are no other claims relating to the balance of assets available to be distributed to Unitholders that rank equally with the claims of Unitholders. In certain circumstances, Investors may receive assets other than cash (e.g. securities in another investment held by a Fund) as part of a wind up. Tax treatment The comments below are solely in relation to New Zealand taxation and are based on current New Zealand tax law as at the date of this Prospectus. They are int as a general guide only, and assume that Units are held on capital account. Your tax position will differ to other investors. Unitholders should obtain independent tax advice before investing. The Funds are Portfolio Investment Entities ( PIE ) for tax purposes. Under the PIE regime the Fund will attribute (i.e. share) all of its taxable income (or losses) between Unitholders, based on the number of Units they hold. We pay tax on the PIE income at your notified Prescribed Investor Rate ( PIR ). You must give us your IRD number and PIR when you invest (and tell us when those details change). This enables us to correctly calculate and pay tax on your behalf. If you do not provide a PIR, we will use the default PIR of 28%. We will reconfirm your notified PIR each year. Prescribed investor rates The PIRs for individuals, trustees and others are set out in the tables below. In these tables an income year means 1 April to of the following year. You may apply to Inland Revenue for a different income year. Individuals PIR s Individuals who are eligible 10.5% New Zealand tax residents who have in either of the two income years before the current tax year earned: 14,000 or less in taxable income (excluding attributed PIE income); and have also 48,000 or less in total taxable income and attributed PIE income. 17.5% New Zealand tax residents who do not qualify for the 10.5% rate and have in either of the two income years before the current tax year earned: 48,000 or less in taxable income (excluding attributed PIE income); and have also 70,000 or less in total taxable income and attributed PIE income. 28% New Zealand tax residents who do not qualify for the 10.5% or 17.5% rates. Non-New Zealand tax residents. 19

22 Trustees PIR s Individuals who are eligible * 0% New Zealand tax resident trustees who do not elect a higher rate. 10.5% New Zealand tax resident trustees of certain testamentary trusts who notify this rate. 17.5% or 28% New Zealand tax resident trustees who notify this rate. 28% Non-New Zealand tax resident trustees. * In this table, excluding trustees of unit trusts or charities. Joint investors If you are joint investors, you must provide the highest PIR, and we will attribute all Fund income to that investor. If you do not provide a PIR and IRD number, we will allocate income to the first named investor using the default PIR of 28%. Other investors PIR s Individuals who are eligible 0% New Zealand tax resident companies (including trustees of unit trusts), charities, PIE investor proxies, PIEs, and superannuation funds. 28% All other investors (including non-new Zealand tax residents). Inland Revenue may require us to use a different PIR to the one you provide. We will provide you with an end of year statement that will detail your attributed PIE income and the amount of tax paid at your notified PIR. Tax on Redemptions Generally you will not be taxed on your withdrawals, however PIE tax may be deducted from your withdrawal if tax attributable to the Units being redeemed (sold) is required to be paid. Switching Units between Funds is a withdrawal for PIE tax purposes. Your portfolio may have PIE tax deducted when you make a switch. This is described in more detail below. Tax paying investors If your PIR is greater than 0%, you are referred to as a tax paying investor. We will pay your tax liability on your share of PIE income by redeeming (selling) some of your Units. We will do this: When you sell some of your Units in the Fund; When you fully sell or switch your Units in the Fund; or At each year. If a Fund has a PIE tax loss or excess tax credits, and the Fund receives a refund of tax, the refund will be shared among tax paying investors by issuing additional Units in the Fund. If we choose to pay distributions in the future, your share of PIE tax may be deducted from your distribution. Any refund of tax may be added to your distribution. If you are a tax paying investor and you provide your correct PIR, you will not be liable for any further tax. You will not be required to file a tax return due to your investment, as the tax paid will be a final tax. Trustees that notify a PIR of 10.5% or 17.5% need to include their attributed PIE income in the trust s tax return. The trustees will receive a tax credit for tax paid by us. If the trustees are attributed losses, additional Units will be issued, or we will adjust distributions made to the trust. The trustees do not include the losses in the trust s tax return. If you provide a PIR that is too high, you will not be able to receive a credit or refund for overpaid tax. If you provide a PIR that is too low, you may need to file a tax return and pay tax, interest and penalties. Zero rated investors If you have a PIR of 0%, you are referred to as a zero rated investor. If you are a zero rated investor, you must account for tax in your own tax return if appropriate. You may have a tax liability regardless of whether any distributions are made to you. The Funds do not pay tax on behalf of zero rated investors. No adjustments will be made to your Units in the Fund. You may claim any excess tax credits or PIE tax losses in your tax return. If the withdrawal includes a rebate but the Fund has not received that rebate from Inland Revenue, we may decide to pay that rebate within 20 Business Days of receiving that rebate. 20

23 Integral Master Trust Prospectus PIE Funds Calculation of the Funds taxable income or loss We calculate the taxable income and deductions of each Fund. In general this means: Dividends from New Zealand companies or Australian companies (who maintain a franking account and are listed on an Australian Securities Exchange approved index) will be taxable. Gains (or losses) made from selling these investments will not be taxable (or deductible). The PIE regime is designed to pass through these benefits, where the Fund invests in other PIEs. Foreign shares (except for Australian shares described above) held by a Fund will generally be taxed under the fair dividend rate ( FDR ) method. Under this method, a Fund is deemed to derive taxable income equal to 5% of the average market value of its offshore share investments. Dividends are not taxed separately. Gains (or losses) on these foreign shares will not be taxable (or deductible). Certain foreign shares are not able to use the FDR method. These investments will generally be taxed under the Comparative Value method, i.e. change in market value plus distributions and profits from disposal for each income year. Debt securities, such as bonds and derivatives, are taxed under the financial arrangements rules using the International Financial Reporting Standards ( IFRS ) taxpayer method (which reflects the approach adopted for NZ IFRS financial reporting purposes). Personal liability for taxes You may be liable for any taxation paid on your behalf. You may also be personally liable for tax if you provide an incorrect PIR. When you invest in a Fund, you agree to indemnify the Trustee and us: For any tax liability you owe that is greater than the value of your Units; and For any tax paid on your behalf by the Trustee or us. 7 Unitholder liability Except as noted below, you are not personally liable for any debt or liability of the Funds. You are not liable to indemnify us for debts or liabilities of the Funds. You are not partners and we are not, by acting as the Manager under the Trust Deed, your agent. We cannot incur debts on your behalf. When you invest in a Fund, you agree to indemnify the Trustee and us for any tax liability you owe that is greater than the value of your Units and for any tax paid on your behalf by the Trustee or us. This is described in Section 6 under the heading Tax treatment on pages 19 and 20. You may be liable for any taxation paid by us or the Trustee on your behalf. You may also be personally liable for tax if you provide an incorrect PIR to us or fail to advise us if your PIR changes to a higher rate. 21

24 8 Summary Financial Statements Integral Master Trust Unit Trusts Statement of Comprehensive Income For the year 2013 Conservative Fund Balanced Fund Global Equities Fund Cash Holdings Fund Year 2013 Period 2012 Year 2013 Period 2012 Year 2013 Period 2012 Year 2013 Period 2012 Income Interest income 194, , , ,302 13,626 8,490 1,340, ,927 Distribution income 725,816 1,091,899 2,439,488 2,704, , ,491 Net foreign currency losses on cash and cash equivalents Net gain on financial assets at fair value through profit or loss (238) (943) (152) 2,412,256 26,375 7,149, , , ,977 Other income Total income 3,332,624 1,241,065 9,917,943 3,360,908 1,223, ,826 1,340, ,007 Expenses Investment Management fees 161, , , ,561 46,449 29,353 33,551 22,467 Trustee fees 30,572 19,935 80,084 54,284 8,776 5,599 22,404 14,999 Administration expenses 42,950 28, ,050 77,135 12,530 7,956 31,756 21,318 Registry fees 53,833 35, ,517 96,334 15,401 9,854 39,053 26,382 Audit fees 9,065 8,625 9,065 8,625 9,065 8,625 9,065 8,625 Other auditors remuneration audit related fees 7,343 2,875 7,343 2,875 7,343 2,875 7,343 2,875 Other expenses 6, , , , Total operating expenses 311, , , , ,433 64, ,452 97,542 Operating profit 3,021,291 1,041,128 9,133,268 2,836,822 1,121, ,411 1,192, ,465 Increase in net assets attributable to Unitholders from operations Total comprehensive income for the year/ period attributable to Unitholders 3,021,291 1,041,128 9,133,268 2,836,822 1,121, ,411 1,192, ,465 3,021,291 1,041,128 9,133,268 2,836,822 1,121, ,411 1,192, ,465 22

25 Integral Master Trust Prospectus PIE Funds Integral Master Trust Unit Trusts Statement of Changes in Net Assets Attributable to Unitholders For the year 2013 Conservative Fund Balanced Fund Global Equities Fund Cash Holdings Fund Year 2013 Period 2012 Year 2013 Period 2012 Year 2013 Period 2012 Year 2013 Period 2012 Net assets attributable to Unitholders at the beginning of the year/ period Proceeds from units issued 41,642, ,752,170 12,006,291 36,367,713 22,666,966 47,846,401 39,811, ,699,835 4,467,918 13,622,632 18,483,391 46,175,753 Redemption of units (7,034,041) (7,001,538) (14,589,741) (12,090,431) (856,547) (1,780,002) (16,392,218) (10,453,491) Unitholder tax liabilities (174,471) (243,428) (431,851) (694,056) (48,118) (82,750) (51,755) (151,014) Net increase from transactions in units Total comprehensive income for the year/ period attributable to Unitholders Net assets attributable to Unitholders at the end of the year/period 15,458,454 40,601,435 24,789, ,915,348 3,563,253 11,759,880 2,039,418 35,571,248 3,021,291 1,041,128 9,133,268 2,836,822 1,121, ,411 1,192, ,465 60,122,308 41,642, ,675, ,752,170 16,691,140 12,006,291 39,599,903 36,367,713 23

26 Integral Master Trust Unit Trusts As at 2013 Conservative Fund Balanced Fund Global Equities Fund Cash Holdings Fund As at 2013 As at 2012 As at 2013 As at 2012 As at 2013 As at 2012 As at 2013 As at 2012 Current assets Cash and cash equivalents 10,380,089 5,918,177 18,439,646 12,099, , ,955 8,355,280 7,461,206 Financial assets held at fair value through profit or loss 50,248,532 35,997, ,516, ,499,942 15,952,575 11,793,615 Term deposits 31,600,000 28,900,000 Other receivables 2,141 28, ,860 31,889 52, , ,431 Total assets 60,630,762 41,943, ,117, ,631,418 16,862,491 12,106,611 40,225,833 36,600,637 Current Liabilities Related party payables 18,582 14,284 45,924 39,310 5,266 4,137 4,844 4,891 Payable for redemption of units Unitholder tax liabilities payable 49,123 29, , ,575 19, ,842 59, , ,881 1,095, , ,094 82, , ,001 Other payables 31,149 18,693 55,593 31,296 16,967 13,583 24,488 17,654 Total liabilities 508, ,910 1,442, , , , , ,924 Net assets attributable to Unitholders 60,122,308 41,642, ,675, ,752,170 16,691,140 12,006,291 39,599,903 36,367,713 24

27 Integral Master Trust Prospectus PIE Funds Integral Master Trust Unit Trusts Cash Flow Statement For the year 2013 Conservative Fund Balanced Fund Global Equities Fund Cash Holdings Fund Year 2013 Period 2012 Year 2013 Period 2012 Year 2013 Period 2012 Year 2013 Period 2012 Cash flows from operating activities Proceeds from sale of financial instruments held at fair value through profit or loss 21,701,862 33,985, Maturity of term deposits 90,100,000 61,350,000 Distributions received 725,816 1,091,899 2,439,488 2,704, , ,491 Interest income 194, , , ,473 13,471 8,469 1,261, ,990 Purchase of financial instruments held at fair value through profit or loss (33,543,008) (35,970,888) (54,851,769) (103,068,919) (3,233,230) (11,649,638) Investment in term deposits (92,800,000) (90,250,000) Investment management fees (157,738) (92,499) (414,949) (251,547) (45,501) (25,879) (33,579) (19,534) Trustee fees (29,884) (17,647) (79,025) (47,988) (8,595) (4,936) (22,423) (13,041) Administration fees (41,898) (25,075) (112,470) (68,186) (12,199) (7,014) (31,708) (18,536) Registry fees (48,592) (31,569) (131,246) (85,487) (14,592) (8,713) (36,617) (23,010) Operating expenses (16,467) (170) (16,034) (272) (15,993) (153) (16,238) (876) Net cash outflow from operating activities (11,214,932) (34,923,345) (18,854,913) (100,592,460) (3,032,986) (11,529,373) (1,578,975) (28,273,007) Cash flows from financing activities Proceeds from units issued 22,694,566 47,818,793 39,684, ,668,835 4,415,722 13,622,632 18,530,803 46,128,339 Redemptions of units (7,013,970) (6,972,486) (14,474,325) (11,960,856) (837,725) (1,779,800) (16,057,754) (10,394,113) Unitholders tax liabilities (3,752) (4,547) (15,202) (14,989) (422) (352) (13) Net cash inflow from financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year/period Effect of exchange rate fluctuations on cash and cash equivalents Cash and cash equivalents at the end of the financial year/period 15,676,844 40,841,760 25,194, ,692,990 3,577,575 11,842,480 2,473,049 35,734,213 4,461,912 5,918,415 6,340,059 12,100, , , ,074 7,461,206 5,918,177 12,099, ,955 7,461,206 (238) (943) (152) 10,380,089 5,918,177 18,439,646 12,099, , ,955 8,355,280 7,461,206 25

28 Notes to the Summary Financial Statements Items included in the Funds summary financial statements are measured using the currency of the primary economic environment in which they operate (the functional currency ).The functional currency for the Funds is the New Zealand dollar, which reflects the currency in which the Funds compete for funds are regulated. The above financial information has been extracted from the audited Financial Statements of Integral Master Trust for the period from 1 April 2012 to 2013 which were authorised by the directors of IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) on 20 August The Funds commenced trading on the following dates: The Balanced Fund and the Global Equities Fund commenced trading on 19 May The Cash Holding Fund commenced trading on 20 May The Conservative Fund commenced trading on 25 May The summary Financial Statements, including the prior year comparative information, have been examined by KPMG and a copy of the Auditor s Report is attached under Annexure B. The financial statements for the year 2013 and 2012 were authorised for issue by the directors of IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) on 20 August 2013 and 31 July 2012 respectively. The Auditor s Report in respect of the full Financial Statements for the above periods were unqualified and did not contain a fundamental uncertainty or emphasis of matter. The above summary Financial Statements are in compliance with FRS-43-Summary Financial Statements. The statements however do not provide a complete understanding as provided by the full Financial Statements. A copy of the full Financial Statements can be obtained at the places listed in the Section 19 under the heading Places of inspection of documents on page 32. PIEs calculate and deduct tax at the individual investor level at the client s PIR and are not subject to tax at the Fund level. The full Financial Statements comply with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) as appropriate for profit-oriented entities and an explicit and unreserved statement of this compliance has been made within the full financial statements. This is the second reporting period for the Funds. 26

29 Integral Master Trust Prospectus PIE Funds 9 Minimum subscription There is no minimum subscription required to be raised by the issue of Units for each Fund. The minimum amounts for individual investment are outlined in Section 1 under the heading Investment sizes on page Guarantors No person, including the Trustee or ourselves, guarantees or provides undertakings in relation to the return of capital invested in any of the Funds by you, the payment of any return on capital, or provision of any distribution or payment of any money in relation to any of the Funds, or the performance of the Funds. 11 Acquisition of business or equity securities No business or equity securities have been acquired and (at the date of this Prospectus) it is not int that any business or equity securities will be acquired by the Funds. 12 Options and units paid up otherwise than in cash No options to purchase Units have been or will be issued. We may accept some securities as payment for Units in the Funds, at to our discretion. At the date of this Prospectus, no such Units have been issued. 27

30 13 Interested Persons The Investment Manager s, Registrar s, Administration Manager s and Trustee s fees and other expenses, are paid out of the assets of each Fund. These will affect your returns. The Custodian s fees are paid out of the Trustee s fee (or otherwise out of the Trustee s own funds). You pay us the issuer fee directly. This fee is charged monthly to the Fund you nominate and is paid by redemption (sale) of Units. Further details of these fees are outlined in the Fees and Charges section below. Fees and Charges If you invest in a Fund through a financial adviser, you may have to pay additional fees and costs to your adviser. You should ensure that any such fees are agreed in writing. We do not pay commissions currently. We may pay a commission to financial advisers in the future, but any such amount is paid by us out of our own funds and is not an additional cost to investors or each Fund. As at the date of this Prospectus, there are no entry, switching or general withdrawal fees other than the buy/sell spread and the Express Redemption Facility fee, although this could change in the future. This is explained further in Section 13 under the heading Transaction Fees on page 29. The charges that apply in connection with an investment in the Funds are:* Type of Fee Fee Calculation Fee Amount Paid To Other Information Issuer Fee A % of the value of your investment, calculated on your average daily balance and charged monthly in arrears 0.40% per annum including GST (which is charged on 10% of the fee amount) IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) (the Manager) This amount is charged to the Fund you nominate on your Investor Details Form as a sale of Units. If you do not nominate a Fund, we will sell Units from your lowest risk Fund (in this order, Cash Holding, Conservative, Balanced, Global Equities). Investment Management Fee A % of the gross asset value of the Funds, calculated daily and deducted from each Fund monthly in arrears Cash Holding Fund Up to 0.10% per annum All Other Funds Up to 0.35% per annum This fee is not subject to GST IOOF QuantPlus (a division of IOOF Investment Management Limited) (the Investment Manager) Registrar s Fee A % of the gross asset value of the Funds, calculated daily and deducted from each Fund monthly in arrears Up to 0.12% per annum including GST (which is charged on the entire balance) Appello Services Limited (the Registrar) This fee may reduce depending on the assets of all unit trusts managed by IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) in respect of which Appello Services Limited is the Registrar. Administration Management Fee A % of the gross asset value of the Funds, calculated daily and deducted from each Fund monthly in arrears Up to 0.10% per annum including GST (which is charged on the entire balance) MMc Limited (the Administration Manager) This fee may reduce depending on the assets of all unit trusts managed by IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) in respect of which MMc Limited is the Administration Manager. Trustee & Custodian Fee A % of the gross asset value of the Funds, calculated daily and deducted from the Funds monthly in arrears Up to 0.07% per annum including GST (which is charged on 75% of the fee amount) Public Trust This fee may reduce depending on the assets of all unit trusts managed by IOOF New Zealand Limited (previously named Plan B Wealth Management Limited) in respect of which Public Trust is the Trustee. Transaction Fees (e.g. Entry, switching, withdrawal and buy/sell spread fees) Currently the only transaction fees are the buy/sell spread fee, the Express Redemption Facility fee and any costs incurred from irregular client instructions (e.g. bank fees and FX spreads) The Fund from which you redeem Units The 20 Express Redemption Facility fee ensures other investors in the relevant Fund are not bearing the cost of Unitholders who choose to use this option. This fee will be charged as a sale of Units over and above the amount requested. 28 * Additional expenses are incurred in the underlying assets of the Funds, and not charged directly against the Funds, as explained under the heading Investment costs on page 29.

31 Integral Master Trust Prospectus PIE Funds Transaction Fees A buy/sell spread is charged each time you make a deposit or withdrawal. This additional charge is for transaction costs associated with buying and selling the underlying investments of the Funds. This cost is not paid to any of the entities involved in providing the Funds, but is applied so that the current investors do not bear the transaction costs incurred when other investors apply for or sell Units. This buy/sell spread amount may be up to 0.25% of the deposit or withdrawal amount (but is currently charged between nil and 0.16%). We may require a Unitholder who has submitted a Redemption Request to pay a fee as we may determine as a condition of affecting the withdrawal. We may deduct and retain such fee from the monies dealt with as part of the redemption process. This fee is subject to the total fees payable to us and the Investment Manager, either directly by investors or from the assets of the Funds, not exceeding 2% of the gross value of the Fund assets. As at the date of this Prospectus no withdrawal fee is charged, with the exception of a 20 fee payable to the relevant Fund where a Unitholder opts to use the Express Redemption Facility, as detailed in Section 6 under the heading Withdrawal of units on page 13. We may recover expenses arising as a result of irregular client instructions. This includes bank fees arising from instructions to transfer or make payment to foreign banks and foreign exchange spreads. Other Expenses The Trustee and ourselves may recover expenses from the Funds. Expenses that can be charged to the Funds include costs such as brokerage, legal fees, valuation fees, audit fees, costs incurred by us in preparing and distributing cheques and statements, printing, stationery and any other costs we incur in administering the Funds. We do not know the amount of these expenses as they have not been charged yet, but the expenses recovered from the Funds will not exceed 0.5% of the gross asset value of each Fund. If these expenses do exceed this amount, we will pay the excess and will not recover that excess from the Funds. Details of all fees and expenses deducted from the Funds will be included in the annual financial statements for the Funds. Investment costs Expenses are incurred in the underlying funds that the Funds invest into. These expenses are an indirect cost not charged directly to the Funds, but the expenses are reflected in the returns to the Funds paid by the underlying funds. These expenses include fees paid to the Investment Manager (which is a Related Party of ours as investment manager of several of the underlying funds into which the Funds invest), together with custody, transaction and other additional costs. The extent to which the Investment Manager invests in underlying funds will affect investment costs and returns to the Funds. These expenses can be up to 0.40% of the gross asset value of the funds under management of the Funds. Currently these expenses are currently: Cash Holding Fund 0% Conservative Fund 0.26% Balanced Fund 0.28% Global Equities Fund 0.34% These expenses can change from time to time, please contact us for updated expense details in respect of the underlying funds. These expenses are not subject to GST. Amendments to fees We are entitled at any time and from time to time, either generally or in respect of any particular Unitholder or Unitholders, to impose any fee (whether in the nature of an entry, switching, withdrawal or transfer fee or otherwise) or alter the amount of any fee, provided that at least one month s prior notice of any proposed imposition of any new fee, or increase in any fee, must be given to the Trustee and all Unitholders. The Trustee s and our fees may be changed as agreed in writing between the Trustee and ourselves. We will give 3 months notice in writing to you of such change. The maximum amount of fees payable to us and the Investment Manager is 2% of the gross value of Fund assets. This can only be increased by making changes to the Unit Trust Establishment Deed for each Fund, which requires the agreement of Unitholders. Goods and Services Tax Where applicable, GST has been included in the fees described above. As at the date of this Prospectus, GST is charged at a rate of 15%. As at the date of this Prospectus, it is expected that GST will be charged on 10% of the Issuer s fee, 100% of the Registrar s and Administration Manager s fee, and 75% of the Trustee s fee. These proportions may change. 29

32 Interests in securities issued by Related Parties The Funds will primarily invest in other funds ( underlying funds ). The Funds may also invest directly in cash, cash equivalent instruments, securities and derivatives. The Investment Manager decides the amount and allocation invested in each underlying fund. Some of these investments are managed by members of the IOOF group of companies. We are a member of the IOOF group of companies. These investments could include units in a unit trust or group investment fund, or shares in a company. The Investment Manager manages a number of Australian Unit Trusts which invest funds on behalf of investors. The Funds may invest more than 10% (and up to 100%) of the value of their assets in these Australian Unit Trusts controlled by the Investment Manager. As at the date of this Prospectus, the Conservative, Balanced and Global Equities Funds invest in the Australian Core Equities and International Core Equities funds. They are Australian Unit Trusts managed by the Investment Manager. They are used to obtain an exposure to Australian and Global shares. The investment objectives of the Australian Core Equities and International Core Equities Unit Trusts are to achieve long term capital growth through structured exposure to Australian and Global shares respectively. Their respective benchmarks are S&P/ASX 300 Accumulation Index and MSCI All Countries World ex-australia Accumulation Index. We believe that the investments outlined in the table below are appropriate to ensure that the Conservative, Balanced and Global Equities Funds achieve the investment objectives outlined in Section 1 under the heading Investment Objectives on page 7. Strategic Asset Allocation of Funds to Australian Core Equities (ACE) and International Core Equities (ICE) Fund ACE ICE Conservative 10% 30% Balanced 15% 45% Global Equities 0% 100% These percentages are correct as at the date of this Prospectus but can change. Please contact us for up to date allocations. 30

33 Integral Master Trust Prospectus PIE Funds 14 Material contracts There have been no material contracts entered into in respect of the Funds during the last two years. 15 Pending proceedings There are no legal proceedings or arbitrations pending as at the date of registration of this Prospectus. 16 Issue expenses We have paid all issue expenses for the Funds. We have not and will not recover these expenses from the Funds. We will also pay for any future issue expenses and will not recover them from the Funds. If you invest through a financial adviser, no commissions will be paid by the Funds, although you may agree to pay a fee to your adviser and we may withdraw Units on your behalf to pay such fees. 17 Other terms of offer and units All other terms of this offer (other than terms implied by law) are set out in the Trust Deed, a copy of which is available for public inspection as specified in Section 19 under the heading Places of inspection of documents on page 32. Stock Exchange Listing The Units have not been approved for trading on a securities market operated by a registered exchange. We are not applying, nor do we intend in the future to apply, for Units in any Fund to be listed on a registered exchange. 18 Financial Statements and auditor s report The latest full financial statements for the Funds for the year 2013 were presented for registration on 29 August The full financial statements comply with the Financial Reporting Act 1993 and are available on request. The auditor s report of the financial statements for the year 2013 is dated 28 August The report is not qualified in any respect and does not indicate any fundamental uncertainty. The auditor s report required by Schedule 4 of the Securities Regulations 2009 is attached, as is the auditor s consent to its inclusion. 31

34 19 Places of inspection of documents Copies of this Prospectus, the Trust Deed and any amendments, the Unit Trust Establishment Deeds for the Funds, full financial statements, material contracts, the latest financial statements for the Funds registered under the Financial Reporting Act 1993, and the latest annual report for the Funds, may be inspected, free of charge, during normal business hours, at: Level 5 2 Commerce Street Auckland 1010 A fee may be charged if you wish to obtain copies of the Trust Deed and Unit Trust Establishment Deeds for the Funds. In addition, copies of the Prospectus, financial statements and certain other documents of, or relating to, the Funds (including the Trust Deed and material contracts), may be reviewed on the Companies Office s website 20 Other material matters There are no other material matters relating to the offer of securities. 21 Manager s statement The directors of IOOF New Zealand Limited (previously named Plan B Wealth Management Limited), having made due enquiry in relation to the Integral Master Trust Conservative Fund, Balanced Fund, Global Equities Fund and the Cash Holding Fund, are of the opinion that: the value of each Fund s assets relative to its liabilities (including contingent liabilities); and the ability of each Fund to pay its debts as they become due in the normal course of business, has not materially and adversely changed during the period between the date of the latest financial statements referred to in this Prospectus and the date of delivery of this Prospectus for registration. 22 Unit Trustee s statement Refer to the attached Annexure A for the Unit Trustee s statement for the Integral Master Trust Conservative Fund, Balanced Fund, Global Equities Fund and the Cash Holding Fund. 32

35 Integral Master Trust Prospectus PIE Funds Manager s execution This Prospectus has been signed for and on behalf of the Promoter and the directors of the Manager of the Funds by: John David Atkinson David William John Coulter Christopher Francis Kellaher 33