Offering Document Checklist
Name of Fund
Notes:
When Offering Document consists of more than one document please specify which document the information is contained in.
Version: 3.0
EIF Regulation- Part III / Information required / Offer Document / Page number / Paragraph number / For FSC use
CHD
16.(1)(a) / Information about the merits of participating in the experienced investor fund and the extent of the risks of participating in the fund which would reasonably be required to make an informed decision.
16.(2)(a) / An explanation of the structure of the fund, including brief particulars of the constituting documents of the fund and details of how to obtain complete copies of the constituting documents.
16.(2)(b)(i) – (v) / The full name and address of:
The persons who manage and control the fund (including their relationship to the fund)
The administrator of the fund
The depositary of the fund
The investment manager of the fund, if any
Any other person or persons performing any function in relation to the fund.
16.(2)(c) / In the case of a fund established as a company, details of its registered office, the place and date of its incorporation and details of its share capital.
16.(2)(d) / Details of the manner in which each of the persons specified below may be appointed and replaced:
The persons who manage and control the fund
Administrator
Depositary
Investment manager
Any person(s) performing any function in relation to the fund.
16.(2)(e) / The name and address of:
the auditor of the fund
the legal adviser to the fund.
16.(2)(f) / Any conflicts of interest that may exist in relation to the fund.
16.(2)(g) / The investment objective and investment strategies to be employed by the fund, including the fund’s approach to borrowing and gearing, and any investment or borrowing restrictions applicable to the fund.
16.(2)(h) / The manner in which changes likely to have a material effect on participants may be made to the fund and notified to the participants.
16.(2)(i) / The basis upon which dealing in the fund is to take place, if applicable.
16.(2)(j) / In the case of a closed-ended fund:
o the basis upon which any subsequent offerings in the fund may be made.
o Manner, if any, in which nits in the fund are to be cancelled and redeemed.
16.(2)(k) / The basis upon which the value of the fund is to be calculated and the value of units in the fund is to be determined.
16.(2)(l) / The manner in which units in the fund are to be created, issued and paid for and, in the case of an open-ended fund, cancelled and redeemed.
16.(2)(m) / The manner in which meetings of unit holders are to be convened and managed generally and the manner in which voting by unit holders is to be conducted
16.(2)(n) / The fees, charges and expenses payable from the property of the fund.
16.(2)(o) / The address at which the most recent audited financial statements of the fund may be inspected.
16.(2)(p) / The address where the register of unit holders can be inspected.
16.(2)(q) / The manner in which any voting rights in underlying assets held by the fund will be exercised.
16.(2)(r) / The arrangements for the safe custody of the assets of the fund, including disclosure, if applicable, of prime broker arrangements.
16.(2)(s) / In the case of an umbrella fund or a protected cell company, as the case may be, details of the “ring-fencing” of assets within sub-funds, or, if there is no such arrangement, a statement to the effect that “in the event of the fund being unable to meet liabilities attributable to any particular sub-fund out of the assets attributable to such sub-fund, the excess liabilities may be met out of the assets attributable to the other sub-funds” and an explanation of the manner in which such liabilities may be apportioned.
16.(2)(t) / A statement to the effect that “further information in relation to the regulatory treatment of experienced investor funds in Gibraltar may be obtained from the Gibraltar Financial Services Commission”.
16 (3)(a) / Details of the relevant authorisations to act of each of the persons in sub-regulation (2)(b)
16 (3)(b) / The process for notification and remedy of breach of any investment or borrowing restrictions applicable to the fund
16 (3)(c) / The manner in which errors in valuation likely to have a material effect on participants will be dealt with and notified to the participants
16 (3)(d) / The name and address of the fund’s agent for service (if any)
16 (3)(e) / Disclosure of who manages the investment activity of the fund
16 (3)(f) / Details of the directors’ experience and qualifications
16 (3)(g) / Details of any intention to delegate functions in accordance with regulation 7(7)
16.(4) / A statement to the following effect that “The [directors of the company/trustee/person responsible for the management and control in any other form approved for the purpose by the Authority as permitted by regulation 7]] have/has taken all reasonable care to ensure that the facts stated in this document are true and accurate in all material respects, and that there are no other facts the omission of which would make misleading any statement in the document, whether of facts or of opinion. The [directors/ trustee/person responsible for the management and control in any other form approved for the purpose by the Authority as permitted by regulation 7] accept responsibility accordingly.”
16.(5) / Nothing in any of the constituting documents of an experienced investor fund may exclude the jurisdiction of the courts of Gibraltar with respect to an action concerning the fund.
17 / The following investment warning in a prominent position - “This [fund] has been established in Gibraltar as an experienced fund. It is suitable only for those who fall within the definition of “experienced investor” contained in the Financial Services (Experienced Investor Funds) Regulations 2012. Requirements which may be deemed necessary for the protection of retail or non-experienced investors, do not apply to experienced investor funds. By acknowledging this statement you are expressly agreeing that you fall within the definition of an “experienced investor” and accept the reduced requirements accordingly. You are wholly responsible for ensuring that all aspects of [this fund] are acceptable to you. Investment in experienced investor funds may involve special risks that could lead to a loss of all or a substantial portion of such investment. Unless you fully understand and accept the nature of [this fund] and the potential risks inherent in [this fund] you should not invest in [this fund]”
Additional Information
Details of maximum amount of borrowing/leverage allowed by the fund.
For open ended funds does where does it provide details on how liquidity will be managed?
Details on redemption process including when redemptions may not occur or circumstances where there may be compulsory redemptions.
Details of the functions that service providers will be carrying out.
The manner in which the NAV calculation is considered independent.