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SSGA SPDR ETFs Europe I Plc 19 February 2026
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Prospective investors should review this Prospectus and the Global Supplement (together the “ Prospectus ”), the Relevant Supplement(s) and the relevant packaged retail and insurance - based investment product document (“ PRIIPs KID ”) or the key investor information document (“ KIID ”) carefully and in their entirety and, before making any investment decision with respect to an investment in a Fund, should consult a stockbroker, bank manager, lawyer, accountant or other financial adviser for independent advice in relation to: (a) the legal requirements within their own countries for the purchase, holding, exchanging, redeeming or disposing of Shares; (b) any foreign exchange restrictions to which they are subject in their own countries in relation to the purchase, holding, exchanging, redeeming or disposing of Shares; (c) the legal, tax, financial or other consequenc es of subscribing for, purchasing, holding, exchanging, redeeming or disposing of Shares; and (d) the provisions of this Prospectus and the Relevant Supplement(s).
SSGA SPDR ETFs Europe I Plc
(An investment company with variable capital constituted as an umbrella fund with segregated liability between sub funds under the laws of Ireland and authorised by the Central Bank pursuant to the European Communities (Undertakings for Collective Investme nt in Transferable Securities) Regulations 2011)
PROSPECTUS
SSGA SPDR ETFs Europe I plc (the “ Company ”) and the directors of the Company (the “ Directors ”) whose names appear in the section entitled “Management” below accept responsibility for the information contained in this document. To the best of the knowledge and belief of the Company and the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this document is in accordance with the facts and does not omit anything likely to affect the accuracy of such information. The Company and the Directors accept responsibility accordingly.
The Global Supplement which forms part of this Prospectus contains a list of all Funds currently approved by the Central Bank.
The PRIIPs KID or KIID for each of the Funds provide important information in respect of the Funds, including the applicable synthetic risk and reward indicator, charges and, where available, the historical performance associated with the Funds. Before subscribing for Shares in a Fund, each investor will be required to confirm that they have received the relevant PRIIPs KID or KIID. The PRIIPs KIDs and KIIDs and the latest annual and any semi - annual reports of the Company are available to download on the Website.
Investors should be aware that the price of Shares may fall as well as rise, and investors may not get back any of the amount invested. The difference at any one time between the subscription and redemption price of Shares means that an investment in any Fund should be viewed as medium to long term. Risk factors for each investor to consider are set out in the section entitled “Risk Information” below. Risk factors of particular relevance to the Funds are also described in the Relevant Supplement(s).
Authorisation of the Company is not an endorsement or guarantee of the Company by the Central Bank nor is the Central Bank responsible for the contents of the Prospectus. The authorisation of the Company by the Central Bank shall not constitute a warranty as to the performance of the Company and the Central Bank shall not be liable for the performance or default of the Company.
Shares are not and may not be, offered, sold or delivered directly or indirectly in the United States of America, its territories or possessions or in any State or the District of Columbia (the “ U.S. ”) or to or for the account or benefit of any U.S. Person as defined in Schedule I hereto. Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or under the securities laws of any of the States of the U.S. and the Company will not be registered under the U.S. Investment Company Act of 1940, as amended. Any re - offer or resale of any of the Shares in the U.S. or to U.S. Persons may constitute a violation of U.S. law.
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TABLE OF CONTENTS
Directory ................................ ................................ ................................ ................................ ............................... 3
General Information ................................ ................................ ................................ ................................ ............. 4
Other Information ................................ ................................ ................................ ................................ ............... 13
Investment Restrictions ................................ ................................ ................................ ................................ ...... 16
Risk Information ................................ ................................ ................................ ................................ ................. 20
Purchase and Sale Information ................................ ................................ ................................ .......................... 43
Determination of Net Asset Value ................................ ................................ ................................ ...................... 49
Distributions ................................ ................................ ................................ ................................ ....................... 52
Fees and Expenses ................................ ................................ ................................ ................................ ........... 52
Tax Information ................................ ................................ ................................ ................................ .................. 54
Management ................................ ................................ ................................ ................................ ...................... 58
Where to Learn More About the Funds ................................ ................................ ................................ .............. 63
Schedule I – Definitions ................................ ................................ ................................ ................................ ..... 64
Schedule II – Recognised Markets ................................ ................................ ................................ .................... 71
Schedule III – Sub - Custodians ................................ ................................ ................................ .......................... 75
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Directory
The Company: SSGA SPDR ETFs Europe I Plc 78 Sir John Rogerson’s Quay Dublin 2 Ireland
Directors of the Company: Ms Barbara Healy Ms R ebecca Bridger M r Lim Siong Kwong (Benjamin) Lam Thuon Mine Mr Tom Coghlan Mr Eric Linnane
Management Company, Investment Manager and Global Distributor: State Street Global Advisors Europe Limited 78 Sir John Rogerson’s Quay Dublin 2 Ireland
Board of Directors of the Management Company: Mr Nigel Wightman Ms Ann Prendergast Mr Eric Linnane Mr Scott Sanderson Dr Margaret Cullen Ms Marie - Anne Heeren Mr Patrick Mulvihill
Depositary: State Street Custodial Services (Ireland) Limited 78 Sir John Rogerson’s Quay Dublin 2 Ireland
Administrator and Registrar: State Street Fund Services (Ireland) Limited 78 Sir John Rogerson’s Quay Dublin 2 Ireland
Company Secretary: Matsack Trust Limited 70 Sir John Rogerson’s Quay Dublin 2 Ireland
Auditors: Ernst & Young EY Building Harcourt Centre 2 Harcourt Street, Dublin 2, D02 YA40, Ireland
Legal Advisors in Ireland: Matheson LLP 70 Sir John Rogerson’s Quay Dublin 2 Ireland
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General Information
This section is an introduction to this Prospectus and any decision to invest in the Shares should be based upon consideration of the Prospectus as a whole, including the Relevant Supplements. Capitalised terms used in this Prospectus are defined in Schedule I hereto.
The Company
The Company is an open - ended investment company with variable capital which was incorporated in Ireland on 5 January 2011 under registration number 493329 and is authorised by the Central Bank as a UCITS. The object of the Company is the collective investm ent in transferable securities and/or other liquid financial assets of capital raised from the public, operating on the principle of risk spreading in accordance with the UCITS Regulations. The Company has been structured as an umbrella fund, with segregat ed liability between Funds, in that the Directors may from time to time, with the prior approval of the Central Bank, create different series of Shares effected in accordance with the requirements of the Central Bank representing separate portfolios of ass ets, each such series comprising a Fund. Each Fund will bear its own liabilities and, under Irish law, none of the Company, any of the service providers appointed to the Company, the Directors, any receiver, examiner or liquidator, nor any other person wil l have access to the assets of a Fund in satisfaction of a liability of any other Fund.
The portfolio of assets maintained for each series of Shares and comprising a Fund will be invested in accordance with the investment objectives and policies applicable to such Fund as specified in the Relevant Supplement. Different Shares shall be designated as either ETF Shares (being Shares that are intend ed to be actively traded on a secondary market) or Non - ETF Shares (being Shares which are not listed or actively traded on a secondary market). Shares may be divided into different Classes to accommodate, amongst other things, the distinction between ETF S hares and Non - ETF Shares, different dividend policies, charges, fee arrangements (including different total expense ratios), currencies, or to provide for foreign exchange hedging in accordance with the policies and requirements of the Central Bank from ti me to time.
Investment Objectives and Policies Investment Objective and Policy of a Fund . The investment objectives, strategies and policies for each Fund are set out in the Relevant Supplement.
The assets of each Fund are invested in accordance with the investment restrictions contained in the UCITS Regulations which are summarised in “Investment Restrictions” below and such additional investment restrictions, if any, as may be adopted by the Management Company for any Fund and specified in the Relevant Supplement. The Directors may
establish Funds that seek to track an Index ( “Index Tracking Funds” ) or outperform an Index ( “Actively Managed Funds” ) by:
• Investing solely in Index Securities, transferable securities and money market instruments other than Index Securities;
• Investing solely in financial derivative instruments ( “FDI” );
• Investing solely in the units of Underlying Funds, including as a feeder fund into another fund authorised under the UCITS Regulations; or
• Investing in a combination of Index Securities, transferable securities and money market instruments other than Index Securities, FDI and units in Underlying Funds.
Information in relation to the investment objectives and types of instruments or securities in which the relevant Fund will invest will be set out in the Relevant Supplement. Details of each Fund’s portfolio and indicative net asset value per share ( “INAV” ) will be available on the Website.
As will be provided in the Relevant Supplement, the Saudi FIS Rules apply to Funds which invest into shares listed on the Stock Exchange of the Kingdom of Saudi Arabia (" KSA "). These rules impose limits on investment in Saudi listed shares by foreign investors, including Saudi QFIs. Foreign ownership limits may prevent the Investment Manager and/or Sub - Investment Manager from investing in Saudi listed shares or may require the divestment of such holdings until the foreign ownership thresholds are no longer breached”
As will be provided in the Relevant Supplement, these PRC Investments may be effected through Access Programme(s) as follows:
(i) directly into the PRC domestic securities market (China A Shares and other domestic securities including other equities and bonds as permitted) using the licensed QFI status of the Investment Manager
(ii) through the Stock Connect (as set out in the Relevant Supplement, the Investment Manager may pursue a relevant Fund’s investment objective by investing up to 100% of the Fund’s Net Asset Value directly in China A Shares through Stock Connect);
(iii) through the CIBM Direct Access Programme(s); and/or
(iv) through the Bond Connect.
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Set out below are the further details about each of the Access Programme(s).
The QFI regime is a policy initiative of China which allows holders of a QFI licence to channel funds raised outside the PRC to invest into the Chinese securities markets subject to applicable PRC regulatory requirements. As the Funds will not satisfy the qualification criteria for QFI status in their own right, direct investments will be made through the holders of a QFI licence, such as the Investment Manager and/or Sub Investment Manager. The QFI regime is jointly regulated by CSRC, SAFE and PBoC from different angles. Their respective duties and authorities are summarised below:
CSRC
a) approves license applications made by prospective international investors; and
b) supervises and regulates domestic securities and futures investment activities by QFIs jointly with PBoC.
PBoC and SAFE
a) monitor and regulate QFIs’ bank accounts in China;
b) monitor and regulate cross - border transfer of funds; and
c) monitor and regulate currency conversion matters.
The SHHK Stock Connect is a securities trading and clearing linked programme operational since 17 November 2014 and developed by SEHK, SSE, HKSCC and CSDCC, with an aim to achieve mutual stock market access between mainland China (Shanghai) and Hong Kong. The SZHK Stock Connect is a similar securities trading and clearing linked programme developed by SEHK, SZSE, HKSCC and CSDCC for the establishment of mutual stock market access between mainland China (Shenzhen) and Hong Kong. The SZHK Stock Connect became operational since 5 December 2016. The SSE, SZSE and SEHK will enable Funds to trade eligible shares listed on the other’s market, as applicable, through local securities firms or brokers, subject to rules and regulations issued from time to time.
The CIBM is the OTC wholesale market outside the two main stock exchanges (SSE and SZSE) which was established in 1997. The CIBM together with its market operators are regulated by PBoC. The CIBM is the dominant trading venue for bonds in the PRC. CFETS is the official bond trading platform of the CIBM. CFETS operates its trading platform with comprehensive functions of trade matching, post trade services and information services. CCDC and SHCH are designated as the central securities depositaries of the bo nds traded on the CIBM, which register, hold and
safekeep the bonds in the form of book entry, as well as dealing with interest payment and principal payment for the investors. The trading platform of CFETS is directly linked with the Centralised Bond Book Entry System of CCDC and SHCH to achieve a straight through processing of trading and settlement of bonds on the CIBM. Under PRC regulations, certain qualified overseas investors are eligible to participate in the CIBM Direct Access Programme(s) to make investments in the CIBM. The Investment Manager, o n behalf of each relevant Fund, has registered as a qualified institution under the CIBM Direct Access Programme (s) via an onshore interbank bond trade and settlement agent, which has the responsibility for making the relevant filings and account opening with the relevant PRC authorities.
Bond Connect is an initiative launched on 3 July 2017 for mutual bond market access between mainland China and Hong Kong established by CFETS, CCDC, SHCH, HKEx and CMU, enabling investment in the CIBM via an arrangement between mainland China and Hong Kong that enables Chinese and overseas investors to trade various types of debt securities in each other's bond markets through connection between the relevant respective financial infrastructure institutions.
Investors should be aware that use of the Access Programme (s) exposes the Fund to increased risks. Investors should also read the risk warnings headed “ PRC and Greater China Region Risk ”, “ Risks Associated with Investment through Access Programme(s) ” and “PRC Taxation Risk ” in the section “ Risk Information ”.
Index Tracking Funds
Index Tracking Funds seek to track the performance of an Index while seeking to minimise as far as possible the tracking difference between the Fund’s performance and that of its applicable Index. Some Funds seek to achieve this objective by using a replication strategy, an optimisation strategy, a stratified sampling strategy , a synthetic replication strategy or other strategy as determined to be the most appropriate strategy for the particular Fund by the Investment Manager. The Relevant Supplement specifies and describes the strategy the applicable Fund uses and provides details of where information on the Index tracked by that Fund may be obtained.
The following is a summary description of each of the replication strategy, optimisation strategy , stratified sampling strategy and synthetic replication strategy . More detailed information on each strategy is set out in the Relevant Supplement.
• Replication Strategy – this strategy seeks to physically hold all or close to all of the securities of the particular Index, with the approximate weightings as in that Index. Essentially, the portfolio of the Fund would be a near mirror - image
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of the particular Index
• Optimisation Strategy – this strategy seeks to build a representative portfolio that matches the risk and return characteristics of the applicable Index, including risks related to currencies, countries, sectors, industries and size. Optimisation is typically used because the applicable Index contains too many securities to efficiently purchase and, at times, certain securities included in the Index may be difficult to purchase in the open markets. Consequently, a Fund using this strategy will typically hold only a subset of the securities included in the Index .
• Stratified Sampling Strategy – this strategy seeks to build a representative portfolio that matches the risk and return characteristics of the Index in the most cost efficient way, including but not limited to, risks related to currencies, countries, sectors, quality, maturity duration and issuers. Stratified sampling is typically used because the Index contains too many securities to efficiently purchase and, at times, certain securities included in the Index may be difficult, or too costly, to purchase in the open markets. Consequently, a Fund using this strategy will typically hold only a subset of the securities included in the Index.
• Synthetic Replication Strategy – this strategy seeks to track the performance of an Index by entering into financial derivative contracts, such as total return swaps, with one or more counterparties. Rather than holding the underlying securities of the Index directly, the Fund receives the economic performance of the Index through these derivative instruments. This approach may be used where direct investment in the Index constituents is impractical or inefficient due to market access limitations, liquidity constraints, or cost considerations. The Relevant Supplement specifies and describes the use of synthetic replication and provides details of the counterparties and risk mitigation measures employed . Index Strategies and Sustainability Integration. With these index strategies, the decision of the Investment Manager and/or Sub - Investment Manager as to whether or not to take exposure to a particular security will primarily be driven by the constituents of the relevant index which the Fund is tracking. For this reason, Sustainability Risks are not generally taken into account in the investment decisions. However, certain Funds applying an Index tracking strategy will track Indices constructed to promote a combination of environmental and social characteristics. In this instance, Sustainability Risks are integrated into the Index construction. Where Funds track such an Index, this will be
set out in the Relevant Supplement. Where an ESG Screen is applied to the Fund as further described in the section titled “ ESG Screening ” below and as indicated in the Relevant Supplement, the Investment Manager and/or Sub Investment Manager may consider ESG criteria when building a representative portfolio, as described in the section “ ESG Investing ”.
Changes to the composition and/or weighting of the securities constituting the Index which is tracked by a Fund will ordinarily require corresponding adjustments or rebalancings to the Fund’s investments in order to seek to track the Index. The Investment Manager will accordingly seek to rebalance the composition and/or weighting of the securities held by a Fund or to which a Fund is exposed from time to time to the extent practicable to conform to changes in the composition and/or weighting of the Index. A Fund may also, on occasion, hold or take exposure to securities which are not included in its Index where the Investment Manager believes it is appropriate in light of the investment objective and investment restrictions of the Fund, or other factors. The Fund’s ability to make any such proposed investment will be disclosed in the Relevant Supplement. Other rebalancing measures may be taken from time to time to seek to maintain the correspondence between the performance of a Fund and the performance of the Index. The risk warning headed “Index Tracking Risk” in the “Ris k Information” section provides further details on factors which may limit the Fund’s ability to track the performance of an Index. Information on the anticipated level of tracking error in respect of a Fund can be found in the Relevant Supplement. Details of the level of tracking error experienced by a Fund are contained in the Company’s most recent financial statements.
The Investment Manager will rely solely on each Index Provider for information as to the composition and/or weighting of the securities that constitute each Index ( “Index Securities” ). If the Investment Manager cannot obtain or process such information in relation to any Index on any Business Day , then the most recently published composition and/or weighting of that Index will be used for the purpose of all adjustments.
Investors should note that, in accordance with the requirements of Regulation (EU) 2016/1011 of the European Parliament and of the Council of 8 June 2016 on indices used as benchmarks in financial instruments and financial contracts or to measure the performance of investment funds (the “ Benchmark Regulation ”), the Company has adopted a benchmark contingency plan to set out the actions which the Company would take in the event that a benchmark used by a Fund materially changes or ceases to be provided (the “ Benchmark Contingency Plan ”). Actions taken by the Company on the foot of the Benchmark Contingency Plan may result in changes to the investment objectives or investment policies of a Fund and any such changes will be implemented in accordance with the
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requirements of the Central Bank and the terms of this Prospectus.
Actively Managed Funds
An Actively Managed Fund’s investments will be actively managed by the Investment Manager or its delegates to seek to achieve its investment objective, for example, to seek to outperform an Index rather than just to track it. Where a Fund is actively managed, the Investment Manager will have greater discretion in relation to the composition of the Fund’s portfolio, subject to the investment objectives and policies stated in the Relevant Supplement.
Currency Hedging at Share Class Level . A Fund may use FDI, including forward foreign exchange contracts, on behalf of a specific Class in order to hedge some or all of the foreign exchange risk for such Class. Where Classes denominated in different currencies are created within a Fund and currency hedging transactions are entered into to hedge any relevant currency exposure, each such transaction will be clearly attributable to the specific Class and any costs shall be for the account of that Class only. Accordingly, all such costs and related liabilities and/or benefits will be reflected in the net asset value per Share of such Class. Over - hedged or under - hedged positions may arise unintentionally due to factors outside the control of the Investment Manager, but the Investment Manager will ensure that over - hedged positions do not exceed 105% of the Net Asset Value of the relevant Class and under - hedged positions shall not fall short of 95% of the portion of the Net Asset Value of the relevant Class which is to be hedged against currency risk. The Investment Manager will monitor hedging and such monitoring will incorpor ate a procedure to ensure that positions materially in excess of 100% will not be carried forward from month to month. To the extent that hedging is successful, the performance of the relevant Class of Shares is likely to move in line with the performance of the underlying assets. The use of hedged Share Classes may substantially limit holders of the relevant Class from benefiting if the currency of the Class moves unfavourably versus the currency in which the assets of the Fund are denominated.
Changes to Investment Objective and Policies of a Fund . Any change in the investment objectives and any material change in the investment policies of a Fund will require approval by ordinary resolution of the Shareholders in that Fund and a reasonable notification period will be provided by the Fund to enable Shareholders to redeem their Shares before the change is implemented. A non - material change in the investment policy will not require Shareholder approval. Any proposal by the Management Company to cha nge an Index, for the reasons outlined below, will be subject to prior approval of the Shareholders of the relevant Fund by ordinary resolution only if it is deemed to be a change of investment objective or a material change of investment policy. Otherwise, it will simply be notified to
Shareholders, in accordance with the Central Bank’s requirements.
The Management Company may in its absolute discretion decide to change or substitute a Fund’s Index if they consider it to be in the interests of any Fund. The Management Company may, for instance, substitute an Index where:
(a) the transferable securities, swaps or other techniques or instruments described under “Investment Restrictions” which are necessary for the implementation of the relevant Fund’s investment objective cease to be sufficiently liquid or otherwise be available for investment in a manner which is regarded as acceptable by the Management Company;
(b) the quality, accuracy and availability of data of a particular Index has deteriorated;
(c) the components of the applicable Index would make the Fund (if it were to follow the Index closely) breach the limits set out under “Investment Restrictions” and/or materially affect the taxation or fiscal treatment of the Company or any of its Shareholders;
(d) the particular Index ceases to exist or, in the determination of the Management Company, there is, or is expected to be, a material change in the formula for or the method of calculating a component of the Index or there is, or is expected to be, a material modification of a component of the Index;
(e) the Index Provider increases its licence fees to a level which the Management Company consider excessive;
(f) there is a change of ownership of the relevant Index Provider to an entity not considered acceptable by the Management Company and/or a change of name of the relevant Index; or
(g) a new index becomes available which is regarded as the market standard for investors in the particular market and/or would be regarded as of greater benefit to the Shareholders than the existing Index.
The above list is indicative only and cannot be understood as being exhaustive in respect of the ability of the Management Company to change the Index in any other circumstances as they consider appropriate. The Prospectus and any of the Relevant Supplements will be updated in the case of substitution or change of the existing Index of a Fund for another Index.
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The Directors may change the name of a Fund if its Index is changed. Any change to the name of a Fund will be approved in advance by the Central Bank and the relevant documentation will be updated.
Use of Financial Derivative Instruments . The use of FDI by any Fund for investment purposes or for efficient portfolio management will be described in the Relevant Supplement. Efficient portfolio management means the reduction of risks, including the risk of tracking error between the performance of a Fund and the performance of the Index tracked by the relevant Fund, the reduction of costs to the Company, the generation of additional capital or income for the Company and hedging against market movements, currency exchange or interest rate risks, subject to the general restrictions outlined in the “Investment Restrictions” section. Hedging is a technique used to minimise an exposure created from an underlying position by counteracting the exposure by acquiring an offsetting position. The positions taken for hedging purposes will not be allowed to materially exceed the value of the assets they seek to offset. To the extent that a Fund uses FDI, there may be a risk that the volatility of the Fund’s Net Asset Value may increase. Where FDI are traded by a Fund on a stock exchange, such exchanges must also be Recognised Markets.
The following is a summary description of each of the types of FDI , which may be used for investment purposes or efficient portfolio management by a Fund. More information on the types of FDI used by each Fund is included in the Relevant Supplement.
• Futures – Futures contracts are agreements to buy or sell a fixed amount of an index, equity, bond or currency at a fixed date in the future. Futures contracts are exchange - traded instruments and their dealing is subject to the rules of the exchanges on which they are dealt.
• Forward Foreign Exchange Contracts Forward foreign exchange contracts are agreements between parties to exchange fixed amounts of different currencies at an agreed exchange rate at an agreed time in the future. Forward foreign exchange contracts are similar to currency futures, except that they are not exchange - traded, but are instead over the counter instruments. Forward foreign exchange contracts may be used to manage currency exposures represented in the Index. Non deliverable forward foreign exchange contracts may be used for the same reasons. They differ from standard forward foreign exchange contracts in that at least one of the currencies in the transaction is not permitted to be delivered in settlement of any profit or loss resulting from the transaction. Typically, profit or loss in this case will be delivered in U.S. Dollars or Euros.
• Warrants – Warrants grant the right to acquire an underlying security from the issuer (as opposed to an option where a third party grants a right to acquire an underlying security as described below) at a fixed price. A Fund may hold warrants on securities as a substitute for taking a position in the underlying security and/or to gain an exposure within the Central Bank’s limits.
• Options – Options are contracts in which the writer (seller) promises that the contract buyer has the right, but not the obligation, to buy or sell a certain index, equity, bond or currency at a certain price (the strike price) on or before a certain expiration date, or exercise date. An option givin g the buyer the right to buy at a certain price is called a call, while one that gives him /her the right to sell is called a put. The Fund may purchase and write call and put options on securities (including straddles), securities indices and currencies and use options on futures contracts (including straddles) and swap agreements, and/or hedge against changes in interest rates, currency exchange rates or securities prices. A Fund may also use options as a substitute for taking a position in other securities and funds and/or to gain an exposure within the limits laid down by the Central Bank.
Please see “Collateral” below for details of the policy of the Company in relation to collateral received under FDI.
Use of TBAS . The use of mortgage - backed securities through “To Be Announced” (“ TBA ”) securities by any Fund will be described in the Relevant Supplement. TBA mortgage - backed securities are, typically, debt securities structured by agencies such as the Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac) etc. In the case of a typical TBA transaction, the terms of the security, including coupon, face value, price and settlement date are determined at the time of the trade but there is, effectively, a delayed delivery obligation and there is settlement of TBA mortgage - backed securities, usually, on one specific date in each calendar month. For example, although the Fund may enter into a transaction to acquire a TBA mortgage - backed security, the issuer is not actually obliged to deliver that security to the Fund for a period of, for example, three months. Typically, the Investment Manager and/or Sub Investment Manager will dispose of any TBA mortgage backed securities immediately prior to the projected date of settlement and realise any gain on the acquisition an d disposal of the TBA mortgage - backed security in that manner. Accordingly, a Fund may use TBA mortgage backed securities to gain exposure to the mortgage sector without being subject to a requirement to take delivery of the relevant securities. A Fund may use TBA mortgage - backed
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securities to gain a liquid exposure to the component of the Index that is comprised of U.S. mortgage - backed securities with the intention of minimising tracking error between the Fund and the Index.
Use of Repurchase/Reverse Repurchase Agreements/Securities Lending Agreements . The Company may enter into repurchase agreements, reverse repurchase agreements and securities lending agreements subject to the conditions and limits set out in the Central Bank UCITS Regulations. Repurchase agreements and securities lending agreements may be used for efficient portfolio management. Investors should review the Relevant Supplement for confirmation of whether or not a Fund uses such techniques and details of any c osts and/or revenue arising from them and the identities of any entities receiving them. A repurchase agreement is an agreement between a seller and a buyer of specified securities under which the seller agrees to repurchase securities at an agreed upon price and, usually, at a stated time. If the Company is the seller, the agreement is categorised by the Company as a repurchase agreement. If the Company is the buyer, the agreement is categorised by the Company as a reverse repurchase agreement. The difference between the purchase price and the repurchase price represents the yield to the buyer from the repurchase transaction. When the Fund enters into a reverse repurchase agreement, it should ensure that it is able at any time to recall the full amount of cash or to terminate the reverse repurchase agreement on either an accrued basis or a marked to market daily basis. When the cash is recallable at any time on a marked to market basis, the marked to market value of the reverse repurchase agreement should be used for the calculation of the Fund’s Net Asset Value.
In contrast, in a securities lending transaction, the lender makes a loan of securities to the borrower upon terms that require the borrower to return equivalent securities to the lender within a specified period and the borrower pays the lender a fee for the use of the securities during the period that they are on loan. The Fund should ensure that it is able at any time to recall any security that has been lent out or terminate any securities lending agreement into which it has entered. Each Fund may lend its portfolio securities via a securities lending programme through an appointed securities lending agent, including State Street Bank and Trust Company acting through its London Branch and any of its affiliates, to brokers, dealers and other financial institutions desiring to borrow securities to complete transactions and for other purposes. Investors sh ould read the risk warning headed “ Conflicts of Interest Risk ” in the “ Risk Information ” section for further information in relation to the risks associated with the use of affiliates to provide securities lending agency services to the Company.
On 1 February 2022 Regulation (EU) No. 909/2014 (“ CSDR ”) introduced new rules intended to reduce the number of settlement fails and to address settlement fails
where they occur within EU central securities depositories. These measures include the introduction of a new cash penalties regime under which the participant within the relevant clearing system responsible for a settlement fail will be required to pay a cash penalty which is in turn distributed to the other participant.
Such penalties that relate to securities lending transactions will be borne entirely by the lending agent and will not be paid out of the assets of the Fund on whose behalf the in scope transaction was entered into. A securities lending transaction may also result in there being penalty credits as a consequence of the CSDR settlement discipline regime which will be retained by the lending agent and not passed onto the relevant Fund.
Participating in a securities lending programme allows a Fund to receive the net income generated by lending its securities. All revenues from efficient portfolio management techniques and securities lending, net of direct and indirect operational costs (i ncluding the fee paid to the securities lending agent), will be returned to the relevant Fund. Pursuant to the terms of the relevant securities lending agreement, the appointed lending agent (State Street Bank and Trust Company, acting through its London b ranch, or any affiliates) will be entitled to retain a portion of up to 25% of the securities lending gross revenue to cover all fees and costs associated with the securities lending activity, including the delivery of loans, the management of collateral a nd the provision of the securities lending indemnity and such fees paid will be at normal commercial rates. The Fund will be entitled to at least 75% of the securities lending gross revenues. Information on direct and indirect operational costs and fees in curred by each Fund in this respect, as well as the identity of the entities to which such costs and fees are paid and any affiliation they may have with the Depositary or the Management Company, if applicable, will be available in the Annual Report. The securities lending arrangements and associated costs will be reviewed at least annually. The securities lending agent (ie State Street Bank and Trust Company) is a related party to the Management Company. Investors should also read the risk warning headed “ Securities Lending Risk ” in the “ Risk Information ” section . A Fund may only enter into securities lending agreements, repurchase agreements and reverse repurchase agreements with counterparties, which are entities with legal personality and typically located in OECD jurisdictions (and which may or may not be related to the Investment Manager, Depositary or their delegates) in accordance with the requirements of the Central Bank UCITS Regulations and where a credit assessment has been undertaken. Where the counterparty is subject to a credit rating by any agency registered and supervised by the European Securities and Markets Authority, that rating shall be taken into account in the credit assessment. Where a counterparty is downgraded to A2 or below (or comparable rating) by such a credit rating
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agency, a new credit assessment in respect of the counterparty will be undertaken without delay. Use of the efficient portfolio management techniques described above could adversely affect the liquidity of a Fund’s portfolio and will be taken into account by the Investment Manager in managing the Fund’s liquidity risk and in this respect, investors sh ould also read the risk warning headed “ Liquidity Risk ” in the “ Risk Information ” section.
Collateral . A Fund may enter securities lending agreements, repurchase agreements and reverse repurchase agreements only where it acts in accordance with normal market practice, in the best interests of Company and provided that all collateral received under the securities lending contract, repurchase o r reverse repurchase agreement (and also under any FDI) meet, at all times, the following criteria:
• Liquidity . Collateral should be transferable securities or money market instruments (of any maturity) which are highly liquid and traded on a regulated market or multi - lateral trading facility with transparent pricing in order that it can be sold quickly at a price that is close to its pre - sale valuation. Collateral should comply with the provisions of Regulation 74 of the UCITS Regulations and shall be used in accordance with the requirements of this Prospectus and the UCITS Regulations.
• Valuation . Collateral should be valued on a daily basis and assets that exhibit high price volatility should not be accepted as collateral unless suitably conservative haircuts are in place. Collateral may be marked to market daily by the counterparty using its procedures, subject to any agreed haircuts, reflecting market values and liquidity risk and may be subject to daily variation margin requirements.
• Issuer Credit Quality . Collateral should be of high quality. A Fund must ensure that where one or more credit rating agencies registered and supervised by the European Securities and Markets Authority (“ ESMA ”) have provided a rating of the issuer, the credit quality assessment process employed on behalf of the Fund has regard inter alia to those ratings. While there will be no mechanistic reliance on such external ratings, a downgrade below the two highest short - term credit ratings by any agency registered and supervised by ESMA that has rated the issue r must lead to a new assessment of the credit quality of the issuer to ensure the collateral continues to be of high quality.
• Correlation . Collateral should be issued by an entity that is independent from the counterparty
and is expected not to display a high correlation with the performance of the counterparty.
• Diversification . Collateral should be sufficiently diversified in terms of country, markets and issuers. Non - cash collateral will be considered to be sufficiently diversified if the relevant Fund receives from a counterparty a basket of collateral with a maximum exposure to any one issuer of 20% of the Fund’s Net Asset Value. When the Fund is exposed to a variety of different counterparties, the various baskets of collateral are aggregated to ensure exposure to a single issuer does not exceed 20% of the Fund’s Net Asset Value.
Notwithstanding the above, a Fund may be fully collateralised in different transferable securities and money market instruments issued or guaranteed by a EU Member State, one or more of its local authorities, a third country, or a public international body to which one or more EU Member States belong, as disclosed in the section of the Prospectus entitled “Investment Restrictions”. Such a Fund will receive securities from at least six different issues and securities from any single issue will not account fo r more than 30% of the Fund’s Net Asset Value.
• Immediately available . Assets received as collateral should be capable of being fully enforced by the Company at any time without reference to or approval from the counterparty.
It is proposed that each Fund will accept the following types of collateral:
o government or other public securities; and
o equity securities traded on a stock exchange in the EEA, Switzerland, Canada, Japan, the United Kingdom, the United States, Jersey, Guernsey, the Isle of Man, Australia, New Zealand, Hong Kong or Singapore.
The Management Company has implemented a haircut policy in respect of each class of assets received as collateral. This policy takes account of the characteristics of the relevant asset class, including the credit standing of the issuer of the collateral, the price volatility of the collateral and the results of any stress tests which may be performed in accordance with the stress testing policy. The value of the collateral, adjusted in light of the haircut policy, shall equal or exceed, in value, at all ti mes, the relevant counterparty exposure.
Until the expiry of the repurchase agreement, reverse repurchase agreement or securities lending agreement, collateral obtained under such agreement: (a) must be marked to market daily (as valued by the counterparty using
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its procedures, subject to any agreed haircuts, reflecting market values and liquidity risk); and (b) must equal or exceed, in value, at all times the value of the amount invested or securities loaned.
Collateral must be held by the Depositary, or its agent (where there is title transfer). This is not applicable in the event that there is no title transfer in which case the collateral can be held by a third party custodian which is subject to prudential supervision, and which is unrelated to the provider of the collateral.
Details of the exposures obtained through efficient portfolio management techniques, the counterparties used, the type and amount of collateral received to reduce such exposures and any income and expenses, whether direct or indirect, generated by securities lending will be disclosed in the periodic reports of the Company.
Any Fund receiving collateral for at least 30% of its assets will undergo regular stress testing in accordance with the Company’s liquidity stress - testing policy to assess the liquidity risk attached to the collateral it has received.
Reinvestment of Collateral . Non - cash collateral received cannot be sold, pledged or reinvested by the Company.
Risk Management . The contribution of FDI and the use of the other efficient portfolio management techniques described above to the risk profile of a Fund will be disclosed in its investment policies. Any use of efficient portfolio management techniques by a Fund shall not result in a change to the Fund’s investment objective nor substantially increase the risk profile of the Fund. Although a Fund may be leveraged as a result of its use of FDI and efficient portfolio management techniques, the Fund’s resulti ng global exposure will not exceed its total net assets, i.e., the Fund may not be leveraged in excess of 100% of its Net Asset Value unless otherwise specified in the Relevant Supplement for a Fund.
Each Fund’s global exposure and leverage is calculated using the commitment approach. This approach converts each Fund’s FDI positions into the equivalent positions in the underlying assets, and seeks to ensure that the FDI risk is monitored in terms of any future “commitments” to which it is (or may be) obligated. Investors should refer to the “ Risk Information ” section for information in relation to the risks associated with the use of FDI. The Management Company employs a RMP Statement in respect of each Fund which enables it to accurately measure, monitor and manage the various risks associated with FDI, the use of efficient portfolio management techniques and the management of collateral. The Investment Manager will employ only FDI that are covered by the risk management process, as amen ded from time to time. A statement of this risk management process has been submitted to and cleared by the Central Bank. In the event of a Fund proposing to use additional
types of FDI , the risk management process and the Relevant Supplement shall be amended to reflect this intention. The Management Company will, on request, provide supplementary information to Shareholders relating to the risk management methods employed including the quantitative limits that are applied and any recent developments in the risk and yield characteristics of the main categories of investment.
Borrowing Money . Each Fund may borrow money from a bank up to a limit of 10% of its Net Asset Value, but only on a temporary basis. Where a Fund has foreign currency borrowings which exceed the value of a back - to - back deposit, the Investment Manager shall ensure that excess is treated as borrowing for the purpose of Regulation 103 of the UCITS Regulations.
Pooling . Subject to the general provisions of Articles and in accordance with the requirements of the Central Bank, the Management Company may, for the purpose of efficient portfolio management, where the investment policies of the Funds so permit, choose that the assets of certain Funds be co - managed together with the assets of other Funds. This will be done by establishing a pool of assets (“ Pool ”) comprising cash and investments contributed by all Funds which participate in the Pool (“ Participating Funds ”). This technique is known as pooling.
Opportunities to establish pooling arrangements arise where the investment objectives and policies of Participating Funds are sufficiently similar so as to enable the assets contributed by a Participating Fund to be managed in a manner identical to that of all other Participating Funds in the Pool. However, it is not essential that the investment objectives and policies of each Participating Fund in the Pool be identical. It is sufficient that the Investment Manager be in a position to manage the Pool as one portfolio of assets whilst complying with the investment objectives, policies and restrictions applicable to each Participating Fund.
A Pool is not a separate legal entity and an investor may not invest directly in a Pool. The Investment Manager shall not be permitted to manage the assets of any Fund on a pooled basis without the prior consent of the Management Company. The Management Company may elect at any time to terminate the participation of a Fund in the Pool on notice to the Investment Manager, the Administrator and the Depositary. Further details will be specified in Relevant Supplement of any Fund which engages in “pooling”.
Operational Issues
Assets may be contributed to and withdrawn from the Pool by a Participating Fund at any time. A record shall be maintained of all the assets contributed to the Pool by a Participating Fund and the percentage allocation of each of the pooled assets within the Pool that is attributable to each Participating Fund, which shall be allocated on a pro rata
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basis on each Dealing Day. This percentage allocation will be applied to all assets held in the Pool. When additional cash or securities are contributed to or withdrawn from the Pool by a Participating Fund the allocation percentage of each Participating Fund will be adjusted to reflect the change. Where a contribution is made in cash, a deduction may be made where the Investment Manager considers this necessary to discharge transactions, costs and fiscal charges incurred in investing the cash concerned. Similarly, in the case of a c ash withdrawal, a deduction may be made to reflect transaction costs in disposing of securities. Any transaction costs associated with a Participating Fund joining or withdrawing from the Pool shall be borne by that Participating Fund. Dividends, interest and any other distribution of income received in respect of assets will be allocated pro - rata to the Participating Fund’s holding of assets. For the avoidance of doubt, assets and liabilities pertaining to the pooled assets will be allocated amongst the Participating Fund(s) in accordance with the records maintained by the Participating Fund through the Administrator and Depositary.
Investors should note that the pooling arrangement may cause the composition of the assets of a Fund to be altered as a result of subscriptions and redemptions in another Participating Fund which would cause the Investment Manager to dispose of or acquire assets for the Pool or may cause the Investment Manager to increase the amount of ancillary liquid assets held by a Fund.
Custody of Assets
The Depositary shall, by relying on a common set of records produced by the Administrator’s accounting systems, at all times ensure that it is in a position to identify the assets of a Fund even though the sub - custodian’s records may identify the assets as being held in a Pool.
Termination
The Management Company may elect at any time to terminate a Fund’s participation in a Pool on notice to the Investment Manager, the Administrator and the Depositary. Upon such termination each Participating Fund’s interest in the Pool will be allocated bac k to the relevant Participating Fund.
Proxy Voting & Asset Stewardship
Proxy voting and engagement activities in respect of securities held by the Funds are conducted pursuant to the terms of the Sustainability Proxy Voting and Engagement Policy available at Sustainability Stewardship Service Proxy Voting and Engagement Policy (the “ Sustainability Stewardship Policy ”).
The Sustainability Stewardship Policy focuses on risks and opportunities that may impact long - term value creation, with
a focus on sustainability priorities such as climate change, nature and human rights.
The Company has delegated to the Investment Manager responsibility for exercising voting rights and engagement activities pursuant to the Sustainability Stewardship Policy. Subject to its full discretion, the Investment Manager may, from time to time, appo int and delegate voting authority attached to certain securities held by the Funds to an independent third party as necessitated by regulatory or other requirements.
Periodic reports on the proxy voting and engagement activities undertaken under the Sustainability Stewardship Policy will be available at Sustainability Stewardship Service Proxy Voting and Engagement Policy . Investor Voting Choice
Under Investor Voting Choice, participating investors are able to select a proxy voting policy that will apply in relation to a pro - rata proportion of the shares (that are available for voting) held by the applicable Fund(s) in which they invest. Any such voting policy selection under Investor Voting Choice will apply in place of the Sustainability Stewardship Policy. See further the “Directed Voting Risk” disclosure.
ESG Investing
Environmental, social and governance (“ESG”) investing is the assessment of material ESG issues during the investment process. It complements traditional research such as analysing financial statements, industry trends and company growth strategies.
ESG investing can be used by investors in a variety of ways to achieve a wide range of investment goals including risk management, alignment with values and to enhance sustainable long - term performance and may be incorporated into the Investment Policy of a Fund, as described in the Relevant Supplement, in one or more ways further described below.
To facilitate the various investment goals of such investors, the Investment Manager may apply ESG criteria as a core part of or ancillary to the investment policy of the Fund described in the Relevant Supplement. That is to say that certain Funds target E SG specific outcomes while other Funds, while they do not primarily target ESG outcomes, incorporate ESG tools, ancillary to their primary objective, to enhance risk management and to facilitate responsible investing. Each Fund has been classified under SFDR and this has been disclosed in the Relevant Supplements.
Additional information regarding State Street Investment Management’s ESG investment approach can be found at ssga.com/esg.
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The Funds do not pursue a reduction of negative externalities caused by underlying investments and therefore do not consider principal adverse impacts of their investment decisions unless otherwise stated in the Relevant Supplement.
For the purposes of Article 4 of SFDR, the Management Company does not consider the adverse impacts of investment decisions on sustainability factors at its entity level.
ESG Screening
For certain Funds the relevant Index will incorporate negative and/or norms - based screening, for example, by excluding securities related to certain sectors, companies or practices based on specific ESG criteria. An example of norms based screening is the exclusion of securities issued by companies that are found, following research, to contravene international norms in relation to environmental protection, human rights, labour standards and anti corruption.
An example of a negative screen is the exclusion of securities issued by companies that are found, following research, to be involved in the area of controversial weapons, as set out in the Convention of Cluster Munitions and / or the exclusions of compani es based on other ESG criteria such as ESG rating thresholds.
For funds incorporating an ESG screening approach, a negative and/or norms - based ESG Screen is applied to the Index (as set out in the Relevant Supplement) itself. That is, prior to the construction of the Index and on an ongoing basis, the Index provider will exclude certain securities from the investment universe based on an assessment of their adherence to certain ESG criteria as laid out in the Relevant Supplement using the ESG exclusionary screening methodology of that Index provider. The ESG exclusionary screening methodology of the Index provider is available on the website disclosed in the Relevant Supplement. Investors should read the “ Index Strategies and Sustainability Integration ” section in “ Investment Strategies ” above for further information.
ESG Best in Class Investing
ESG Best in Class investing refers to the composition of portfolios that systematically favour companies with a better ESG performance relative to investment universes and/or industry peers when assessed against objective criteria. See each Relevant Supplement for details on where ESG Best in Class Investing is embedded.
Taxonomy Regulation
The Taxonomy Regulation establishes criteria for determining whether an economic activity qualifies as environmentally sustainable in the context of particular
environmental objectives.
The Taxonomy Regulation requires the Management Company to disclose (i) how and to what extent it has used the Taxonomy Regulation to determine the sustainability of the Funds’ underlying investments; and (ii) to what environmental objective(s), as set out within the Taxonomy Regulation, the underlying investments contribute.
Unless otherwise stated in the Relevant Supplement, the investments in the Funds do not take into account the EU criteria for environmentally sustainable economic activities.
ESG Integration
ESG Integration refers to the integration of qualitative and quantitative ESG information, including Sustainability Risks, in the investment processes with the objective of enhancing investment decision - making. ESG integration aims to improve financial per formance and/or mitigate financial risk. It involves considering ESG factors explicitly and systematically in investment analysis and decisions to lower risk and generate returns. ESG integration is a broad tool, considering material ESG components as a dr iver of risk and/or return. rather than achieving particular environmental, social, or governance goals. Its application to a specific Fund should be tailored depending on the asset class, investment strategy and targeted outcome. In considering the approp riate design, the Investment Manager will assess if and how financially material ESG issues are integrated into their decision - making processes, consider appropriate ESG signals and factors to mitigate risk and identify opportunities for long - term performa nce.
Purchase and Sale Information
Primary Markets . A Fund will issue (or redeem) ETF Shares to Authorised Participants in large volumes in accordance with the terms of this Prospectus. ETF Shares may be issued and redeemed in exchange for cash, securities or a combination of cash and securities.
A Fund will issue (or redeem) Non - ETF Shares to investors in accordance with the terms of this Prospectus. Non - ETF Shares may be issued and redeemed in exchange for cash, securities or a combination of cash and securities.
Notwithstanding anything to the contrary contained in this section and in the paragraph titled “Subscription for ETF Shares” under the heading “Primary Market” in the “Purchase and Sale Information” section of this Prospectus, in the context of any proposed amalgamation or merger into a Fund of any sub - fund or sub - funds of any other collective investment scheme or schemes (“ Merging Funds ”), ETF
Shares in a Fund may be issued to investors in the Merging Funds, or their nominees, who are not Authorised Participants.
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Upon receipt of such ETF Shares, the Merging Funds’ investors who are not Authorised Participants will not be able to redeem those ETF Shares directly with the Company other than in exceptional circumstances, as determined by the Directors, as referred to under the sub - heading “Secondary Market – Secondary Market Purchases and Sales of ETF Shares” in the “Purchase and Sale Information” section of the Prospectus, nor will the Merging Funds’ investors have the ability to subscribe directly for new ETF Shares.
Secondary Markets . ETF Shares may be purchased and sold in smaller volumes on the relevant Listing Stock Exchange(s) through brokers at market prices. Because ETF Shares trade on the Listing Stock Exchanges at market prices rather than the Net Asset Value per Share, ETF Shares may trade at a price greater than the Net Asset Value per Share (premium) or less than the Net Asset Value per Share (discount). Investors should also read the risk warning headed “Cost of Buying Or Selling ETF Shares Risk” in the “Risk Information” section for further information in relation to the risks associated with the buying and selling shares on the secondary market. In exceptional circ umstances, as determined by the Directors, investors may apply to the Company to be registered as the owners of ETF Shares purchased on secondary markets in order to access primary market redemption facilities.
Investors should refer to the “Purchase and Sale Information” section for further details.
Operation of the Subscription and Redemption Collection Account
The Company has established collection accounts at umbrella level in the name of the Company (the “ Umbrella Cash Collection Accounts ”), and has not established such accounts at Fund level. All subscriptions into and redemptions and distributions due from the Funds will be paid into the Umbrella Cash Collection Accounts. Monies in the Umbrella Cash Collection Accounts, including early subscription monies received in respect of a Fund, do not qualify for the protections afforded by the Central Bank (Supervisi on and Enforcement) Act 2013 (Section 48(1)) Investor Money Regulations 2015 (as may be amended from time to time) for fund service providers.
Pending the issue of Shares, and pending payment of redemption proceeds or distributions, the relevant investor will be an unsecured creditor of the relevant Fund in respect of amounts paid by or due to it.
All subscriptions (including subscriptions received in advance of the issue of Shares) attributable to, and all redemptions, dividends or cash distributions payable from, a Fund will be channelled and managed through the Umbrella Cash Collection Accounts. Subscriptions amounts paid into the Umbrella Cash Collection Accounts will be paid into an
account in the name of the Depositary on behalf of the relevant Fund. Redemptions and distributions, including blocked redemptions or distributions, will be held in the Umbrella Cash Collection Accounts until the payment due date (or such later date as blocked payments are permitted to be paid), and will then be paid to the relevant redeeming Shareholder.
The Depositary will be responsible for safe - keeping and oversight of the monies in the Umbrella Cash Collection Accounts, and for ensuring that relevant amounts in the Umbrella Cash Collection Accounts are attributable to the appropriate Funds.
The Company and the Depositary have agreed an operating procedure in respect of the Umbrella Cash Collection Accounts, which identifies the participating Funds, the procedures and protocols to be followed in order to transfer monies from the Umbrella Cash Collection Accounts, the daily reconciliation processes, and the procedures to be followed where there are shortfalls in respect of a Fund due to late payment of subscriptions, and/or transfers to a Fund of moneys attributable to another Fund due to timing differences.
Where subscription monies are received in the Umbrella Cash Collection Accounts without sufficient documentation to identify the investor or the relevant Fund, such monies shall be returned to the relevant investor within five Business Days. Failure to provide the necessary complete and accurate documentation is at the investor’s risk.
Tax Information
The Company is resident in Ireland for tax purposes and is not subject to Irish taxation charges on income or capital gains. No Irish stamp duty is payable on the issue, redemption or transfer of Shares in the Company. A Fund may make distributions that may be taxed as ordinary income or capital gains. The distribution policy of each Fund is set out in the Relevant Supplement. The tax treatment applicable to a Shareholder will depend on its individual situation. Accordingly, Shareholders and potential inves tors are advised to consult their professional advisers concerning possible taxation or other consequences of purchasing, holding, selling, exchanging or otherwise disposing of Shares under the laws of their country of incorporation, establishment, citizenship, residence, ordinary residence or domicile.
O ther Information
Typical Investor Profile . The Company has been established for the purpose of investing in transferable securities in accordance with the UCITS Regulations. The investment objectives and policies for each Fund is set out in the Relevant Supplement. Unless disclosed otherwise in
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the Relevant Supplement, typical investors are expected to be retail and institutional investors.
Report and Accounts . The Company’s accounting period will end on 31 March in each year. The Company will publish an annual report and audited annual accounts within four months of the end of the financial period to which they relate i.e. normally in July of each year. The unaudited half - yearly reports of the Company will be made up to 30 September in each year. The unaudited half yearly reports will be published within two months of the end of the half year period to which they relate, i.e., normally in November of each year. The annual report and the half - yearly report will be made available on the Website and may be sent to Shareholders by electronic mail or other electronic means of communication, although Shareholders and prospective investors may also, on request, receive reports by hard copy mail.
Articles . Shareholders are entitled to the benefit of, are bound by and are deemed to have notice of, the provisions of the Articles, copies of which are available as described in the “Where To Learn More About The Funds” section.
Share Capital . The authorised share capital of the Company is 500,000,000,002 (five hundred billion and two) Shares of no par value divided into two Subscriber Shares of no par value and 500,000,000,000 (five hundred billion) Shares of no par value. The Directors are empowered to issue up to all of the Shares of the Company on such terms as they think fit. The Subscriber Shares entitle the holders to attend and vote at general meetings of the Company but do not entitle the holders to participate in the profits or assets of the Company except for a return of capital on a winding - up. The Shares (other than the Subscriber Shares) entitle the holders to attend and vote at general meetings of the Company and to participate equally (subject to any differences between fees, charges and expenses applicable to different Classes) in the profits and assets of the Fund to which the Shares relate. The Company may from time to time by ordinary resolution increase its capital, consolidate the Shares or any of them into a smaller number of Shares, sub - divide the Shares or any of them into a larger number of Shares or cancel any Shares not taken or agreed to be taken by any person. The Company may by special resolution from time to time reduce its share capital in any way permitted by law. At a meeting of Shareholders, on a show of hands, each Shareholder shall have one vote and, on a poll, each Shareholder shall have one vote for each whole Share held by such Shareholder.
Distribution and Selling Restrictions . The distribution of this Prospectus and the offering or purchase of Shares may be restricted in certain jurisdictions. This Prospectus does not constitute and may not be treated as an offer or solicitation by or to anyone in any jurisdiction in which such offer or solicitation is not lawful or in which the person making such offer or solicitation is not qualified to do so or to anyone
to whom it is unlawful to make such offer or solicitation. It is the responsibility of any persons in possession of this Prospectus and any persons wishing to apply for Shares pursuant to this Prospectus to inform themselves of and to observe all applicable laws and regulations of any relevant jurisdiction.
Shares are offered only on the basis of the information contained in this Prospectus. Any further information or representations given or made by any dealer, broker or other person should be disregarded and, accordingly, should not be relied upon. No person has been authorised to give any information or to make any representation in connection with the offering of Shares other than those contained in this Prospectus for the Company and, if given or made, such information or representations must not be relie d on as having been authorised by the Directors or the Management Company. Statements in this Prospectus are in accordance with the law and practice in force in Ireland at the date hereof and are subject to change. Neither the delivery of this Prospectus nor the issue of Shares shall, under any circumstances, create any implication or constitute any representation that the affairs of the Company have not changed since the date hereof . This Prospectus may also be translated into other languages. Any such translation shall only contain the same information and have the same meaning as the English language Prospectus. To the extent that there is any inconsistency between the English language Prospectus and the Prospectus in another language, this English language Prospectus will prevail, exce pt, to the extent (but only to the extent) required by law of any jurisdiction where the Shares are sold, that in an action based upon disclosure in a Prospectus in a language other than English, the language of the Prospectus on which such action is based shall prevail. All disputes as to the contents of this Prospectus shall be governed in accordance with the laws of Ireland.
Funds . Under the Articles, the Directors are required to establish a separate Fund, with separate records, in the following manner:
a) the Company will keep separate books and records of account for each Fund. The proceeds from the issue of Shares issued in respect of a Fund will be applied to the Fund, and the assets and liabilities and income and expenditure attributable to that Fund will be applied to such Fund;
b) any asset derived from another asset in a Fund will be applied to the same Fund as the asset from which it was derived and any increase or diminution in value of such an asset will be applied to the relevant Fund;
c) in the case of any asset which the Directors do not
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consider as readily attributable to a particular Fund or Funds, the Directors have the discretion to determine, acting in a fair and equitable manner and with the consent of the Depositary, the basis upon which any such asset will be allocated between Funds and the Directors may at any time and from time to time vary such basis;
d) any liability will be allocated to the Fund or Funds to which in the opinion of the Directors it relates or if such liability is not readily attributable to any particular Fund the Directors will have discretion to determine, acting in a fair and equitable manner and with the consent of the Depositary, the basis upon which any liability will be allocated between Funds and the Directors may at any time and from time to time vary such basis;
e) in the event that assets attributable to a Fund are taken in execution of a liability not attributable to that Fund, and in so far as such assets or compensation in respect thereof cannot otherwise be restored to that Fund affected, the Directors, with the consent of the Depositary, shall certify or cause to be certified, the value of the assets lost to the Fund affected and transfer or pay from the assets of the Fund or Funds to which the liability was attributable, in priority to all other claims against such Fund or Funds, assets or sums sufficient to restore to the Fund affected, the value of the assets or sums lost to it;
f) where the assets of the Company (if any) attributable to the Subscriber Shares give rise to any net profit, the Directors may allocate assets representing such net profits to such Fund or Funds as they may deem appropriate, acting in a fair and equitable manner; and
g) subject as otherwise provided in the Articles, the assets held for the account of each Fund shall be applied solely in respect of the Shares to which such Fund appertains and shall belong exclusively to the relevant Fund and shall not be used to discharge directly or indirectly the liabilities of or claims against any other Fund and shall not be available for any such purpose.
Each of the Shares (other than the Subscriber Shares) entitles the Shareholder to participate equally on a pro rata basis in the dividends and net assets of the Fund in respect of which they are issued, save in the case of dividends declared prior to becoming a Shareholder. The Subscriber Shares entitle the Shareholders holding them to attend and vote at all meetings of the Company, but do not entitle the holders to participate in the dividends or net assets of any Fund.
Information Requests . The Company or its duly authorised agent may from time to time require investors to provide them with information relating to: (a) the capacity in which they hold an interest in Shares; (b) the identity of any other person or persons then or previously interested in such Shares; (c) the nature of any such interests; and (d) any other matter where disclosure of such matter is required to enable compliance by the Company with applicable laws or the constitutional documents of the Company . Winding Up . Generally, under Irish law, if a company is being wound up, a liquidator is appointed to settle outstanding claims and distribute the remaining assets of the company. The liquidator will use the assets of the company in order to satisfy claims of creditors. Thereafter, the liquidator will distribute the remaining assets among the shareholders. The Articles contain provision that will require, firstly, the distribution of assets to the Shareholders of each Fund after settlement of the liabilities of that Fund and, thereafter, distribution to the holders of Subscriber Shares of the nominal amount paid in respect of those Subscriber Shares. The liquidator may, if authorised by a special resolu tion, distribute assets of the Company in specie provided that, in such circumstances, Shareholders may request that the assets to be distributed to them be sold, with the net cash proceeds to be paid to them.
Investment Restrictions
The assets of each Fund will be invested in accordance with the investment restrictions contained in the UCITS Regulations which are summarised below and such additional investment restrictions, if any, as may be adopted by the Management Company. The details of any additional investment restrictions will be set out below and/or in the Relevant Supplement.
1. Permitted Invest m e nt s
Investments of a Fund are confined to:
1.1. transferable securities and money market instruments which are either admitted to official listing on a stock exchange in a Member State or non - Member State or which are dealt on a market which is regulated, operates regularly, is recognised and open to the public in a Member State or non - Member State;
1.2. recently issued transferable securities which will be admitted to official listing on a stock exchange or other market (as described above) within a year;
1.3. money market instruments other than those dealt on a regulated market;
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1.4. units of UCITS;
1.5. units of alternative investment funds;
1.6. deposits with credit institutions; and
1.7. financial derivative instruments.
2. Investment Restrictions
2.1. A Fund may invest no more than 10% of its net assets in transferable securities and money market instruments other than those referred to in paragraph 1 above.
2.2. (1) Subject to paragraph (2) a responsible person shall not invest any more than 10% of assets of a Fund in securities of the type to which Regulation 68(1)(d) of the UCITS Regulations apply.
(2) Paragraph (1) does not apply to an investment by a responsible person in US Securities known as “Rule 144 A securities” provided that:
- the relevant securities have been issued with an undertaking to register the securities with the Securities Exchange Commission within 1 year of issue; and
- the securities are not illiquid securities, i.e. they may be realised by the Fund within 7 days at the price, or approximately at the price, which they are valued by the Fund.
2.3. A Fund may invest no more than 10% of its net assets in transferable securities or money market instruments issued by the same body provided that the total value of transferable securities and money market instruments held in the issuing bodies in each of which it invests more than 5% is no more than 40%.
2.4. Upon the prior approval of the Central Bank, the limit of 10% (in 2.3) is raised to 25% in the case of bonds that are issued by a credit institution which has its registered office in a Member State and is subject by law to special public supervision designed to protect bond holders. If a Fund invests more than 5% of its net assets in these bonds issued by one issuer, the total value of these investments may not exceed 80% of the
net asset value of the Fund.
2.5. The limit of 10% in 2.3 is raised to 35% if the transferable securities or money market instruments are issued or guaranteed by a Member State or its local authorities or by a non - Member State or public international body of which one or more Member States are members.
2.6. The transferable securities and money market instruments referred to in paragraph 2.4 and 2.5 shall not be taken into account for the purpose of applying the limit of 40% referred to in paragraph 2.3.
2.7. A Fund shall not invest more than 20% of its net assets in deposits made with the same body.
2.8. The risk exposure of a Fund to a counterparty to an over the counter (“ OTC ”) derivative may not exceed 5% of net assets.
This limit is raised to 10% in the case of a credit institution authorised in the EEA; a credit institution authorised within a signatory state (other than an EEA Member State) to the Basle Capital Convergence Agreement of July 1988; or a credit institution authorised in a third country deemed equivalent pursuant to Article 107(4) of the Capital Requirements Regulation (EU) No. 575/2013 or any other entity permitted by the Central Bank.
2.9. Notwithstanding paragraphs 2.3, 2.7 and 2.8 above, a combination of two or more of the following issued by, or made or undertaken with, the same body may not exceed 20% of net assets:
(i) investments in transferable securities or money market instruments;
(ii) deposits; and/or
(iii) counterparty risk exposures arising from OTC derivatives transactions.
2.10. The limits referred to in 2.3, 2.4, 2.5, 2.7, 2.8 and 2.9 above may not be combined, so that exposure to a single body shall not exceed 35% of the net assets of the relevant Fund.
2.11. Group companies are regarded as a
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single issuer for the purposes of paragraphs 2.3, 2.4, 2.5, 2.7, 2.8 and 2.9. However, a limit of 20% of net assets of a Fund may be applied to investments in transferable securities and money market instruments within the same group.
2.12. A Fund may invest up to 100% of net assets in different transferable securities and money market instruments issued or guaranteed by any Member State, its local authorities, non - Member States or public international body of which one or more Member States are members. The individual issuers must be listed in the Prospectus and may be drawn from the following list: OECD Governments (provided the relevant issu es are investment grade),the Governments of Brazil or India (provided the relevant issues are investment grade), the Government of the People’s Republic of China (provided that the relevant issues are investment grade), the Kingdom of Saudi Arabia (provide d the issues are of investment grade), European Investment Bank, European Bank for Reconstruction and Development, International Finance Corporation, International Monetary Fund, Euratom, The Asian Development Bank, European Central Bank, Council of Europe, Eurofima, African Development Bank, International Bank for Reconstruction and Development (The World Bank), The Inter American Development Bank, European Union, Federal Na tional Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (F reddie Mac), Government National Mortgage Association (Ginnie Mae), Student Loan Marketing Association (Sallie Mae), Federal Home Loan Bank, Federal Farm Credit Bank, Tennessee Valley Authority, the Government of Singapore, Straight - A Funding LLC.
A Fund must hold securities from at least 6 different issues, with securities from any one issue not exceeding 30% of its net assets.
3. Investment in Collective Investment Schemes (“CIS”)
3.1. A Fund may not invest more than 10% of net assets in total in any one CIS. Such
CIS must themselves be prohibited from investing more than 10% of net assets in total in other open - ended CIS. Investment in alternative investment funds may not, in aggregate, exceed 30% of net assets.
3.2. Where a Fund invests in the units of other CIS that are managed directly or by delegation by a UCITS management company or by any other company with which that management company is linked by common management or control, or by a substantial direct or indirect holding, that management company or other company may not charge subscription, conversion or redemption fees on account of the Company’s investment in the shares of the other CIS.
3.3. Where a commission (including a rebated commission) is received by the Investment Manager by virtue of an investment in the units of another CIS, this commission must be paid into the assets of the relevant Fund.
4. In dex Tracking UCITS
4.1. A Fund may invest up to 20% of its net assets in shares and/or debt securities issued by the same body where the investment policy of the relevant Fund is to replicate an Index which satisfies the criteria set out in the UCITS Regulations and is recognised by the Central Bank.
4.2. The limit in 4.1 may be raised to 35%, and applied to a single issuer, where this is justified by exceptional market conditions.
5. General Provisions
5.1. A Fund, or management company acting in connection with all of the CIS which it manages, may not acquire any shares carrying voting rights which would enable it to exercise significant influence over the management of an issuing body.
5.2. A Fund may acquire no more than:
(i) 10% of the non - voting shares of any single issuer;
(ii) 10% of the debt securities of any single issuer;
(iii) 25% of the shares or units of any
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single CIS;
(iv) 10% of the money market instruments of any single issuing body.
The limits laid down in paragraphs (ii), (iii) and (iv) above may be disregarded at the time of acquisition, if at that time, the gross amount of the debt securities or of the money market instruments, or the net amount of the securities in issue cannot be calculated.
5.3. 5.1 and 5.2 shall not be applicable to:
(i) transferable securities and money market instruments issued or guaranteed by a Member State or its local authorities;
(ii) transferable securities and money market instruments issued or guaranteed by a non Member State;
(iii) transferable securities and money market instruments issued by public international bodies of which one or more Member States are members;
(iv) shares held by a Fund in the capital of a company incorporated in a non - Member State which invests its assets mainly in the securities of issuing bodies with the registered offices in that non - Member State, where under the legislation of that non Member State such a holding represents the only way in which the Fund can invest in the securities of issuing bodies of that non - Member State. This waiver is applicable only if in its investment policies the company from the non - Member State complies with the limits laid down in 2.3 to 2.11, 3.1, 3.2, 5.1, 5.2, 5.4, 5.5 and 5.6 and provided that where these limits are exceeded, paragraphs 5.5 and 5.6 below are observed;
(v) shares held by the Company in
1 Any short selling of money market instruments by the F unds is prohibited
the capital of subsidiary companies carrying on only the business of management, advice or marketing in the country where the subsidiary is located, in regard to the redemption of units at unit - holders’ request exclusively on their behalf.
5.4. A Fund need not comply with the investment restrictions herein when exercising subscription rights attaching to transferable securities or money market instruments, which form part of their assets.
5.5. The Central Bank may allow each Fund to derogate from the provisions of paragraphs 2.3 to 2.12, 3.1, 3.2, 4.1 and 4.2 for a period of up to six months from the date of authorisation of such Fund, provided that such Fund observes the principle of risk spreading.
5.6. If the limits laid down herein are exceeded for reasons beyond the control of a Fund, or as a result of the exercise of subscription rights, that Fund must adopt as a priority objective for its sales transactions the remedying of that situation, taking due account of the interests of its Shareholders.
5.7. A Fund may not carry out uncovered sales of:
(i) transferable securitie s
(ii) money market instruments 1 ;
(iii) units of collective investment undertakings; or
(iv) financial derivative instruments.
5.8. A Fund may hold ancillary liquid assets.
6. FDI
6.1. A Fund’s global exposure (as prescribed in the Central Bank UCITS Regulations) relating to FDI must not exceed its total net asset value.
6.2. Position exposure to the underlying assets of FDI, including embedded FDI in transferable securities or money market
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instruments, when combined where relevant with positions resulting from direct investments, may not exceed the investment limits set out in the Central Bank UCITS Regulations. This provision does not apply in the case of Index based FDI provided the underlying Index is one which meets with the criteria set out in the Central Bank UCITS Regulations.
6.3. A Fund may invest in FDI dealt OTC, provided that the counterparties to such OTC transactions are institutions subject to prudential supervision and belonging to categories approved by the Central Bank.
6.4. Investment in FDI are subject to the conditions and limits laid down by the Central Bank.
7.
7.1. The Company may acquire real and personal property that is required for the purpose of its business.
7.2. The Company shall not acquire either precious metals or certificates representing them.
7.3. The Company shall not make any loan of its assets provided that, for the purposes of this restriction, the holding of ancillary liquid assets such as deposits, and the acquisition of bonds, notes certificate of deposit, bankers acceptances and other debt securities or obligations permitted by the UCITS R egulations, and the acquisition of transferrable securities, money market instruments or other financial instruments that are not fully paid, shall not be deemed to constitute the making of a loan.
7.4. A Fund may borrow up to 10% of its Net Asset Value for temporary purposes.
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Risk Information
This section provides information regarding some of the general risks applicable to an investment in the Funds. Risk information which is particularly relevant to individual Funds is specified in the Relevant Supplement. This section is not intended to be a complete explanation and other risks may be relevant from time to time. In particular, the Company’s and each Fund’s performance may be affected by changes in market, economic and political conditions, and in legal, regulatory and tax requirements.
Investors should be aware that an investment in a Fund is not in the nature of a deposit in a bank account and is not protected by any government, government agency or other guarantee scheme.
Before making an investment decision with respect to any Fund, prospective investors should carefully consider all of the information in this Prospectus and the Relevant Supplement, as well as their own personal circumstances, and should consult their own stockbroker, bank manager, lawyer, accountant and/or financial adviser. An investment in the Shares of any Fund is only suitable for investors who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result.
The price of the Shares of a Fund can go down as well as up and their value is not guaranteed. Shareholders may not receive, at redemption or liquidation, the amount that they originally invested in a Fund or any amount at all.
Principal Risks
Cash Position Risk . A Fund may hold a significant portion of its assets in cash or cash equivalents at the Investment Manager’s discretion. If a Fund holds a significant cash position for an extended period of time, its investment returns may be adversely affected and it may not achieve its investment objective.
Commodities Risk . Prices of commodities are influenced by, among other things, various macro - economic factors such as changing supply and demand relationships, weather conditions and other natural phenomena, agricultural, trade, fiscal, monetary, and exchange control programmes and policies of governments (including government intervention in certain markets) and other unforeseeable events. The intention of any Fund to invest in commodities will be disclosed in the Relevant Supplement.
Concentration Risk . A Fund may invest a relatively large percentage of its assets in issuers located in a single country, a small number of countries, or a particular geographic region. In these cases, the Fund’s performance will be closely tied to the market, currency, economic,
political, or regulatory conditions and developments in that country or region or those countries, and could be more volatile than the performance of more geographically diversified funds.
In addition, a Fund may concentrate its investments in companies or issuers in a particular industry, market or economic sector. When a Fund concentrates its investments in a particular industry, market or economic sector, financial, economic, business, and other developments affecting issuers in that industry, market or economic sector will have a greater effect on the Fund, and may potentially increase the Fund’s volatility levels, than if it had not concentrated its assets in that industry, market or sec tor. The Fund’s liquidity may also be affected by such concentration of investment.
Further, investors may buy or sell substantial amounts of a Fund’s shares in response to factors affecting or expected to affect a particular country, industry, market or economic sector in which the Fund concentrates its investments, resulting in abnormal inflows or outflows of cash into or out of the Fund. These abnormal inflows or outflows may cause the Fund’s cash position or cash requirements to exceed normal levels, and consequently, adversely affect the management of the Fund and the Fund’s performan ce.
Conflicts of Interest Risk . Conflicts of interest may arise in connection with an investment in the Company. Subject to applicable law, the Company may engage in transactions that may trigger or result in a potential conflict of interest. These transactions include (but are not limited to):
• The Investment Manager or its affiliates may provide services to the Company, such as securities lending agency services, custodial, administrative, bookkeeping, and accounting services, transfer agency and shareholder servicing, and other services.
• The Company may enter into repurchase agreements, reverse repurchase agreements and derivatives transactions with or through the Investment Manager or one of its affiliates.
• The Company may invest in other pooled investment vehicles sponsored, managed, or otherwise affiliated with the Investment Manager in which event the Company may not be charged subscription or redemption fees on account of such investment but will bear a share of the expenses of those other pooled investment vehicles; those investment vehicles may pay fees and other amounts to the Investment Manager or its affiliates, which might have the effect of increasing the expenses of the Company.It is possible that other clients of the Investment Manager will purchase or sell interests in such other pooled investments at prices and at times more favourable than those at
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which the Company does so.
There is no assurance that the rates at which the Company pays fees or expenses to the Investment Manager or its affiliates, or the terms on which it enters into transactions with the Investment Manager or its affiliates or on which it invests in any such other investment vehicles will be the most favourable available in the market generally or as favourable as the rates the Investment Manager makes available to other clients. There will be no independent oversight of fees or expenses paid to, or services p rovided by, those entities. Because of its financial interest, the Investment Manager may have an incentive to enter into transactions or arrangements on behalf of the Company with itself or its affiliates in circumstances where it might not have done so in the absence of that interest. Transactions and services with or through the Investment Manager or its affiliates will, however, be effected in accordance with the applicable regulatory requirements.
The Investment Manager and its affiliates serve as an investment adviser to other clients and may make investment decisions for their own accounts and for the accounts of others, including other funds that may be different from those that will be made by the Investment Manager on behalf of the Company. In particular, the Investment Manager may provide asset allocation advice to some clients that may include a recommendation to invest or redeem from a Fund while not providing that same recommendation to all clients invested in the same or similar Funds.
Other conflicts may arise, for example, when clients of the Investment Manager invest in different parts of an issuer’s capital structure, so that one or more clients own senior debt obligations of an issuer and other clients own junior debt of the same issuer, as well as circumstances in which clients invest in different tranches of the same structured financing vehicle. In such circumstances, decisions over whether to trigger an event of default or over the terms of any workout may result in conflicts of interest. When making investment decisions where a conflict of interest may arise, the Investment Manager will endeavour to act in a fair and equitable manner, in accordance with its conflicts of interest policy, as between the relevant Fund and other clients. Subject to the foregoing, (i) the Investment Manager and its affiliates may invest for their own accounts and for the accounts of clients in various securities that are senior, pari passu or junior to, or have interests different from or adverse to, t he securities that are owned by the Company; and (ii) the Investment Manager may at certain times (subject to applicable law) be simultaneously seeking to purchase (or sell) investments for the Company and to sell (or purchase) the same investment for accounts, funds or structured products for which it serves as asset manager now or in the future, or for its clients or affiliates, and may enter into cross trades in such circumstances. In addition, the Investment Manager and its affiliates may buy securities from or sell
securities to the Company, if permitted by applicable law. These other relationships may also result in securities laws restrictions on transactions in these instruments by the Company and otherwise create potential conflicts of interest for the Investment Manager.
The Investment Manager, in connection with its other business activities, may acquire material non - public confidential information that may restrict the Investment Manager from purchasing securities or selling securities for itself or its clients (includin g the Company) or otherwise using such information for the benefit of its clients or itself.
There is no prohibition on dealing in assets of the Company by the Depositary, the Management Company, or by any entities related to such parties, provided that such transactions are carried out as if negotiated at arms’ length and are in the best interests of Shareholders. Permitted transactions between th e Company and such parties are subject to (i) a certified valuation by a person approved by the Depositary (or the Management Company in the case of a transaction involving the Depositary or an affiliate of the Depositary) as independent and competent; or (ii) execution on best terms on organised investment exchanges under their rules; or (iii) where (i) and (ii) are not practical, execution on terms the Depositary (or the Management Company in the case of a transaction involving the Depositary or an affiliate of the Depositary) is satisfied conform to the principles set out above. The Depositary (or the Management Company in the case of a transaction involving the Depositary or an affiliate of the Depositary) shall document how it has complied with (i), (ii) or (iii) above. Where transactions are conducted in accordance with (iii), the Depositary (or the Management Company in the case of a tra nsaction involving the Depositary or an affiliate of the Depositary) shall document its rationale for being satisfied that the transaction conformed to the principles outlined in this paragraph.
There is no prohibition on the Depositary, the Administrator, the Investment Manager or any other party related to the Company acting as a “competent person” for the purposes of determining the probable realisation value of an asset of the Fund in accordance with the valuation provisions outlined in the “Determination of Net Asset Value” section below. Investors should note however, that in circumstances where fees payable by the Company to such parties are calculated based on the Net Asset Value, a conflict of interest may arise as such fees will incre ase if the Net Asset Value increases. Any such party will endeavour to ensure that such conflicts are resolved fairly and in the best interest of the Shareholders.The Investment Manager will be required to provide best execution when executing orders or transmitting orders on behalf of the Company. The Investment Manager will take all sufficient steps to obtain, when executing orders or transmitting orders on the Company’s behalf, the best possible result for the Company, taking into account price, costs, speed, likelihood of
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execution and settlement, size, nature or any other consideration relevant to execution of the order. When executing or transmitting orders on behalf of the Company, the Investment Manager will take into account any specific instruction from the Board or its duly authorised delegate regarding execution of the order.
A Director may be a party to, or otherwise interested in, any transaction or arrangement with the Company or in which the Company is interested, provided that he has disclosed to the Directors prior to the conclusion of any such transaction or arrangement the nature and extent of any material interest of his therein. The Directors shall endeavour to ensure that any conflict of interest is resolved fairly.
The foregoing does not purport to be a comprehensive list or complete explanation of all potential conflicts of interests which may affect the Company. The Company may encounter circumstances, or enter into transactions, in which conflicts of interest that are not listed or discussed here may arise.
Costs of Buying or Selling ETF Shares Risk . Investors buying or selling ETF Shares in the secondary market will pay brokerage commissions or other charges determined and imposed by the applicable broker. Brokerage commissions are often a fixed amount and may be a significant proportional cost for investors seeking to buy or sell relatively small amounts of ETF Shares. In addition, secondary market investors will incur the cost of the difference between the price that an investor is willing to pay for ETF Sh ares (the “bid” price) and the price at which an investor is willing to sell ETF Shares (the “ask” price). This difference in bid and ask prices is often referred to as the “spread” or “bid/ask spread.” The bid/ask spread varies over time for ETF Shares based on trading volume and market liquidity, and is generally lower if a Fund’s ETF Shares have more trading volume and market liquidity and higher if a Fund’s ETF Shares have little trading volume and market liquidity. Further, increased market volatility may cause increased bid/ask spreads. Due to the costs of buying or selling ETF Shares, inc luding bid/ask spreads, frequent trading of ETF Shares may significantly reduce investment results and an investment in ETF Shares may not be advisable for investors who wish to trade regularly in relatively small amounts.
Counterparty Risk . The Funds will be subject to credit risk with respect to the counterparties with which the Company on behalf of a Fund enters into derivatives contracts, foreign exchange, currency forward contracts, other transactions such as repurchase agreements or reverse repurchase agreements and securities lending transactions. If a counterparty becomes insolvent or otherwise fails to perform its obligations, a Fund may experience significant delays in obtaining any recovery in an insolvency, bankruptcy, or other reorganization proceeding (including recovery of any collateral posted by it) and may obtain only a limited recovery
or may obtain no recovery in s uch circumstances. In addition, if the credit rating of a derivatives counterparty or potential derivatives counterparty declines, the Company may determine not to enter into transactions on behalf of a Fund with that counterparty in the future and/or may terminate any transactions currently outstanding between the Fund and that counterparty; alternatively, the Company may in its discretion determine on behalf of the Fund to enter into new transactions with that counterparty and/or to keep existing transactions in place, in which event the Fund would be subject to any increased credit risk associated with that counterparty. Regulatory changes adopted or proposed to be adopted by regulators in the U.S. and outside the U.S. may have the effect of increasing certain counterparty risks in connection with over - the - counter transactions entered into by a Fund.
Under applicable law or contractual provisions, including if a Fund enters into an investment or transaction with a financial institution and such financial institution (or an affiliate of the financial institution) experiences financial difficulties, the Fund may in certain circumstances be prevented or delayed from exercising its rights to terminate the investment or
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