SUPPLEMENTAL PROSPECTUS IN RESPECT OF AFFIN HWANG FIXED MATURITY INCOME FUND XII (hereinafter referred to as the Fund )

Transcription

1 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. SUPPLEMENTAL PROSPECTUS IN RESPECT OF AFFIN HWANG FIXED MATURITY INCOME FUND XII (hereinafter referred to as the Fund ) Date of Constitution: 31 March 2014 THIS SUPPLEMENTAL PROSPECTUS IS DATED 23 OCTOBER Manager: Affin Hwang Asset Management Berhad (formerly known as Hwang Investment Management Berhad) ( T) Trustee: TMF Trustees Malaysia Berhad ( W) INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE CONTENTS OF THIS SUPPLEMENTAL PROSPECTUS DATED 23 OCTOBER 2014 AND THE PROSPECTUS DATED 23 OCTOBER IF IN DOUBT, PLEASE CONSULT A PROFESSIONAL ADVISER.

2 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. RESPONSIBILITY STATEMENTS This Supplemental Prospectus has been reviewed and approved by the directors of Affin Hwang Asset Management Berhad (formerly known as Hwang Investment Management Berhad) and they collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable enquiries, they confirm to the best of their knowledge and belief that there are no false or misleading statements, or omission of other facts which would make any statement in this Supplemental Prospectus false or misleading. STATEMENTS OF DISCLAIMER The Securities Commission Malaysia has authorized the Fund and a copy of this Supplemental Prospectus and the Prospectus have been registered with the Securities Commission Malaysia. The authorization, and the registration of this Supplemental Prospectus and the Prospectus should not be taken to indicate that the Securities Commission Malaysia recommends the Fund or assumes responsibility for the correctness of any statement made or opinion or report expressed in this Supplemental Prospectus and the Prospectus. The Securities Commission Malaysia is not liable for any non-disclosure on the part of Affin Hwang Asset Management Berhad (formerly known as Hwang Investment Management Berhad), the management company responsible for the Fund, and takes no responsibility for the contents of this Supplemental Prospectus and the Prospectus. The Securities Commission Malaysia makes no representation on the accuracy or completeness of this Supplemental Prospectus and the Prospectus, and expressly disclaims any liability whatsoever arising from, or in reliance upon, the whole or any part of the contents in this Supplemental Prospectus and the Prospectus. INVESTORS SHOULD RELY ON THEIR OWN EVALUATION TO ASSESS THE MERITS AND RISKS OF THE INVESTMENT. IF INVESTORS ARE UNABLE TO MAKE THEIR OWN EVALUATION, THEY ARE ADVISED TO CONSULT PROFESSIONAL ADVISERS. Additional Statements Units of the Fund will only be issued or sold during the Offer Period. Investors should note that they may seek recourse under the Capital Markets and Services Act 2007 for breaches of securities laws and regulations including any statement in the Prospectus that is false, misleading, or from which there is a material omission; or for any misleading or deceptive act in relation to the Prospectus or the conduct of any other person in relation to the Fund. This Supplemental Prospectus and the Prospectus are not intended to and will not be issued and distributed in any country or jurisdiction other than in Malaysia ( Foreign Jurisdiction ). Consequently, no representation has been and will be made as to its compliance with the laws of any Foreign Jurisdiction. Accordingly, no issue or sale of Units of the Fund to which this Supplemental Prospectus and the Prospectus relates may be made in any Foreign Jurisdiction or under any circumstances where such action is unauthorised. i

3 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. Unless otherwise provided in this Supplemental Prospectus dated 23 October 2014 ( Supplemental Prospectus ), all the capitalized terms used herein shall have the same meanings as ascribed to them in the Prospectus dated 23 October 2014 ( the Prospectus ). EXPLANATORY NOTE Pursuant to the completion of the acquisition of the Manager by the Affin Holdings Berhad on 20 September 2014, this Supplemental Prospectus has been issued to inform the investors of the following: the members of the Board namely Mr Hwang Lip Teik, Y.A.M. Tunku Dato Seri Nadzaruddin Ibni Almarhum Tuanku Ja afar, Y.A.M. Tengku Syed Badarudin Jamalullail (Independent Director) and Mr. Tham Kwok Meng (Independent Director) have been replaced with Tan Sri Dato Seri Che Lodin bin Wok Kamaruddin (Non-independent Director), Puan Maimoonah Binti Mohamed Hussain (Non-independent Director), YBhg Mej Jen Dato Hj Latip bin Ismail (Independent Director) and En. Abd Malik bin A Rahman (Independent Director). the members of the Investment Committee for the Fund namely Y.A.M. Tunku Dato Seri Nadzaruddin Ibni Almarhum Tuanku Ja afar, Y.A.M. Tengku Syed Badarudin Jamalullail (Independent member), Dr. Neoh Soon Kean (Independent member), Mr Wong Ming Tek and Mr Goh Yin Foo have been replaced with Puan Maimoonah Binti Mohamed Hussain (Non-independent member), Mr. Ong Teng Chong, En. Mohammad (Non-independent member) Aminullah Bin Basir (Independent member), Dato V. Danapalan (Independent member) and Mr. Phuah Eng Chye (Independent member). the members of the Audit Committee namely Y.A.M. Tengku Syed Badarudin Jamalullail (Independent member) and Mr. Tham Kwok Meng (Independent member) have been replaced with En. Abd Malik bin A Rahman (Independent member) and YBhg Mej Jen Dato Hj Latip bin Ismail (Independent member), in which En. Abd Malik bin A Rahman sits as a Chairman of the Audit Committee. the name of the Manager is hereby amended to Affin Hwang Asset Management Berhad (formerly known as Hwang Investment Management Berhad). the designation of Mr. Teng Chee Wai is hereby amended to Managing Director. the Manager s and website are hereby amended to customercare@affinhwangam.com and respectively. A. SECTION 1 CORPORATE DIRECTORY Page 1 of the Prospectus The Manager The information in relation to the Manager are hereby deleted and replaced with the following:- Affin Hwang Asset Management Berhad (formerly known as Hwang Investment Management Berhad) ( T) Registered Office 27 th Floor, Menara Boustead 69 Jalan Raja Chulan Kuala Lumpur Business Address Suite 11-01, 11th Floor Menara Keck Seng 203 Jalan Bukit Bintang Kuala Lumpur Tel No. : (603) Fax No. : (603)

4 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. Toll free line : customercare@affinhwangam.com Website : Page 1 of the Prospectus - Board of Directors of the Manager The names of the directors Mr Hwang Lip Teik, Y.A.M. Tunku Dato Seri Nadzaruddin Ibni Almarhum Tuanku Ja afar, Y.A.M. Tengku Syed Badarudin Jamalullail and Mr. Tham Kwok Meng are hereby deleted and replaced by the following:- Tan Sri Dato Seri Che Lodin bin Wok Kamaruddin (Non-independent Director) Puan Maimoonah Binti Mohamed Hussain (Non-independent Director) En. Abd Malik bin A Rahman (Independent Director) YBhg Mej Jen Dato Hj Latip bin Ismail (Independent Director) Page 1 of the Prospectus - Investment Committee Members The names of the Investment Committee Members for the Fund Y.A.M. Tunku Dato Seri Nadzaruddin Ibni Almarhum Tuanku Ja afar, Y.A.M. Tengku Syed Badarudin Jamalullail, Mr Wong Ming Tek, Dr. Neoh Soon Kean and Mr Goh Yin Foo are hereby deleted and replaced by the following:- Puan Maimoonah Binti Mohamed Hussain (Non-independent member) Mr. Ong Teng Chong (Non-independent member) En. Mohammad Aminullah Bin Basir (Independent member) Dato V. Danapalan (Independent member) Mr. Phuah Eng Chye (Independent member) Page 1 of the Prospectus Audit Committee Members The names of the Audit Committee Members are hereby deleted and replaced by the following:- YBhg Mej Jen Dato Hj Latip bin Ismail (Chairman, Independent member) En. Abd Malik bin A Rahman (Independent member) Mr Blair Chilton Pickerell (Non-independent member) Page 1 of the Prospectus Company Secretaries The information in relation to the Company Secretaries is hereby amended to the following:- Company Secretary Azizah Shukor (LS ) 27 th Floor Menara Boustead 69 Jalan Raja Chulan Kuala Lumpur Page 1 of the Prospectus FiMM The FiMM s address is hereby deleted and replaced by the following: , 6 th Floor, Wisma Tune 19, Lorong Dungun, Damansara Heights, Kuala Lumpur 3

5 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. B. SECTION 2 GLOSSARY Pages 2-4 of the Prospectus (1) The definition of the Board is hereby deleted and replaced with the following:- Means the board of directors of Affin Hwang Asset Management Berhad (formerly known as Hwang Investment Management Berhad). (2) The definition of the Fund is hereby deleted and replaced with the following:- Refers to Affin Hwang Fixed Maturity Income Fund XII. (3) The definition of Manager or HwangIM is hereby deleted and replaced with the following:- Manager - Refers to Affin Hwang Asset Management Berhad (formerly known as Hwang Investment Management Berhad). C. SECTION 3 KEY DATA Pages 7 of the Prospectus The name of the Fund is hereby amended to Affin Hwang Fixed Maturity Income Fund XII. D. SECTION 11 THE MANAGER Page 49 of the Prospectus Section The Management Company The write-up under the section is hereby deleted and replaced by the following:- Background The Manager was incorporated in Malaysia on 2 May 1997 under the Companies Act, 1965 and began operations under the name Hwang-DBS Unit Trust Berhad in In early 2014, the Manager was acquired by the Affin Banking Group ( Affin ) and hence, is now supported by a major home-grown financial services conglomerate. Affin has over 38 years of experience in financial industry which focuses on commercial, Islamic and investment banking services, money broking, fund management and underwriting of life and general insurance business. Additionally, the Manager is also 30% owned by Nikko Asset Management Asia ( Nikko AM Asia ), a wholly-owned subsidiary of Tokyo-based Nikko Asset Management Co. Ltd, an Asian investment management franchise. The Manager distributes its funds through the following various channels:- (i) In-house/internal sales team; (ii) IUTA & CUTA (Corporate Unit Trust Advisers); and (iii) Unit trust consultants. The Manager s head office is located in Kuala Lumpur and has a total of 5 main sales offices located in Peninsular and East Malaysia. The sales offices are in Penang, Ipoh, Johor Bharu, Kuching and Kota Kinabalu. 4

6 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. Page 50 of the Prospectus Section 11.4 Role of Directors The names of the Board of Directors are hereby deleted and replaced by the following:- Tan Sri Dato Seri Che Lodin bin Wok Kamaruddin (Non-independent Director) Puan Maimoonah Binti Mohamed Hussain (Non-independent Director) Mr Teng Chee Wai (Non-independent Director) Mr Blair Chilton Pickerell (Non-independent Director) En. Abd Malik bin A Rahman (Independent Director) YBhg Mej Jen Dato Hj Latip bin Ismail (Independent Director) Ms Seet Oon Hui Eleanor (Alternate Director to Mr Blair Chilton Pickerell) Pages of the Prospectus Section 11.5 Role of the Investment Committee The profiles of the Investment Committee members are hereby deleted and replaced by the following:- Dato V. Danapalan (Chairman, Independent member) Dato' V. Danapalan holds a B.A. (Hons) from University Malaya and Masters in Public Administration from Pennsylvania State University, United States of America. He was previously the Chairman of the Malaysian Communications and Multimedia Commission (MCMC) until his retirement in March Prior to joining MCMC, he was a Senior Vice-President at the Multimedia Development Corporation Sdn. Bhd. Before this, he was the Secretary-General at the Ministry of Science, Technology and Environment, a position he held from 1991 to He currently serves on the Board of Malaysia University of Science and Technology (MUST), Multimedia University (MMU), Sirim QAS Sdn. Bhd., Gibraltar BSN Life Insurance, Telekom Malaysia Berhad and Tun Sambanthan Scholarship Board. Puan Maimoonah Binti Mohamed Hussain (Non-independent member) Puan Maimoonah Binti Mohamed Hussain graduated from University of Singapore with a Bachelor of Accountancy and was the Director, Debt & Capital Markets of Affin Bank Berhad prior to her appointment as Managing Director at Affin Investment Bank Berhad. Prior to this, she had been the Head of Syndications at Standard Chartered Bank s debt syndications business for Malaysia, Singapore, Thailand, Indonesia and the Philippines. She was also seconded to Standard Chartered Bank Malaysia Berhad for three years to develop the local as well as cross border debt business. She was prior thereto attached to Morgan Grenfell (Asia) Ltd where she was involved in structured finance and project advisory across South East Asian markets. She also serves as a Director on the Board of Affin Investment Bank Berhad, Merchant Nominees (Tempatan) Sdn Bhd and Affin Nominees (Asing) Sdn Bhd. Mr. Ong Teng Chong (Non-independent member) Mr. Ong is currently the Head of Institutional Equity at Affin Investment Bank. Graduated with a Bachelor of Commerce Degree majoring in accounting and finance from Monash University (Clayton campus, Australia), Mr. Ong has over 17 years of working experience in the investment banking industry, specializing in investment research. Mr. Ong has worked at a number of investment banks in Malaysia with the last six years leading the Research and Analytics department of the bank before taking the role of Head of Institutional Equity in January As Head of Research, Mr. Ong has led the overall research team's improvement in rankings - both clients and external surveys. In the category of equity strategy under his direct coverage, Mr. Ong has ranked well in the AsiaMoney Brokers Polls over the last few years. In addition, Mr. Ong was ranked amongst the top 20 analysts in Malaysia in AsiaMoney Brokers Polls. As Head of Institutional Equity, his primary focus today is on building the bank's institutional brokerage business as well as providing advisory role to the bank's research and analytics team. 5

7 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. En. Mohammad Aminullah Bin Basir (Independent member) Encik Mohammad Aminullah Bin Basir is an independent member of the Investment Committee for the Fund. He has vast experience in matters relating to collective investment schemes from his long serving tenure in the Securities Commission Malaysia. Encik Aminullah retired as the Deputy General Manager and Head of Investment Products in the Corporate Finance and Investment Division, after serving for twenty (20) years covering various aspects of the capital market industry such as corporate finance (e.g. initial public offerings, acquisitions and mergers), collective investment schemes (e.g unit trust funds, real estate investment trusts, exchange traded funds, business trusts) and private retirement scheme. He started his career as an auditor with Ivor Barry and Co, a firm of Chartered Accountants in United Kingdom before returning to Malaysia as an internal auditor with Sime Darby Berhad. Encik Aminullah is a Fellow of the Association of Chartered Certified Accountants (ACCA), a Chartered Accountant with the Malaysian Institute of Accountants and he is also a certified member of Financial Planning Association of Malaysia (FPAM). Mr. Phuah Eng Chye (Independent member) Mr. Phuah was previously the Senior General Manager and the Head of the Strategy & Research Department at the SC. For a period of 10 years, he was involved in various capital market development and regulatory projects and led the project team that developed the Capital Market Masterplan 2. Prior to joining the SC, he was a regional bank analyst with Dresdner Kleinwort Benson where he was ranked among the top banking analysts in South East Asia. He was also head of Malaysian equities research for PB Securities and K&N Kenanga. He also previously worked as a remisier, a fund manager and as a financial journalist. He graduated with a degree in economics from the University of Manchester, United Kingdom in He is currently writing a book on economics and regulatory policies. Pages of the Prospectus Section 11.6 The Team The write-up under the section is hereby deleted and replaced by the following:- Mr. Teng Chee Wai Managing Director Mr Teng is the founder of the Manager. Over the past 13 years, he has built the company to its current position with an excess of RM 11 billion in assets under management. In his capacity as the managing director and executive director of the Manager, Teng manages the overall business and strategic direction as well as the management of the investment team. His hands on approach sees him actively involved in investments, product development and marketing. Teng s critical leadership and regular participation in reviewing and assessing strategies and performance has been pivotal in allowing the Manager to successfully navigate the economically turbulent decade. Teng s investment management experience spans more than 24 years, and his key area of expertise is in managing absolute return mandates for insurance assets and investment-linked funds in both Singapore and Malaysia. Prior to his current appointments, he was the assistant general manager (investment) of Overseas Assurance Corporation (OAC) and was responsible for the investment function of the Group Overseas Assurance Corporation Ltd. Teng began his career in the financial industry as an investment manager with NTUC Income, Singapore. He is a Bachelor of Science graduate from the National University of Singapore and has a Post-Graduate Diploma in Actuarial Studies from City University in London. Mr. David Ng Kong Cheong Chief Investment Officer Mr. David Ng joined the Manager in September 2002 as a Portfolio Manager and was appointed as Chief Investment Officer on 1 September 2006, to oversee the equities, fixed income and the central dealing units. He graduated with both Bachelor of Commerce (Accounting) and Bachelor of Law degrees from Monash University in Melbourne, Australia and he is also Chartered Financial Analyst charter holder. In total, David has over 15 years of investment experience in managing both institutional and unit trust funds. 6

8 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. David s key responsibilities at the Manager is setting of investment strategy for the assets under management, and the management of selected portfolios. Ms Esther Teo Keet Ying Head, Fixed Income Investment Esther Teo is the Head of Fixed Income Investment. Prior to joining the Manager, Esther Teo was a portfolio manager with HwangDBS Asset Management and was responsible for managing fixed income investment of corporate clients and unit trust funds. Prior to this, she was attached with the fixed income division of RHB Asset Management Sdn. Bhd. covering both institutional and unit trust mandates for 3 years. She began her career in KPMG Malaysia in 1999 as a consultant in financial advisory services specializing in corporate debt restructuring and recovery. Esther graduated from the University of Melbourne, Australia with a Bachelor of Commerce majoring in Accounting and Finance. She has also obtained her licence from the SC since 29 April 2004 to act as a fund manager. She is the designated fund manager for this Fund. Mr Gan Eng Peng Head, Equity Gan Eng Peng joined the Manager in April 2008, bringing with him more than 20 years of experience in regional and local equities investment, corporate finance and business management. Prior to joining the Manager, Gan was the Head of Equities of Investments at Pacific Mutual Fund Berhad where he led a 6 person strong regional fund management team. Prior to that, he was the General Manager of Business Development at Pacific Mutual, being overall in charge of 6 departments and driving the business function of the company. His other work experience included investment research at local and foreign research houses, corporate finance and running and owning an independent research house. Gan graduated with a Bachelor of Science (Industrial and Business Economics) from the London School of Economics, England. The investment team comprises a group of portfolio managers (3 personnel from fixed income team and 3 personnel from equity team) who posses the necessary expertise and experience to undertake the fund management of its unit trust funds. The investment team is assisted by 3 research analyst. Key Personnel of the Management Team Mr. Teng Chee Wai Managing Director (Please refer to the above) Mr. David Ng Kong Cheong Chief Investment Officer (Please refer to the above) Ms. Peggy Liew Li Choo Chief Operating Officer Peggy Liew is currently the Chief Operating Officer of the Manager. She joined the Manager in July 2008 as Head of Operations. Peggy brings with her more than 20 years of work experience in various industries, of which 17 years of her professional experience have been in the capital market industry. Prior to joining the Manager, Peggy spent seven years in Prudential Fund Management Berhad as the Head of Operations and six years in HLB Unit Trust Management overseeing fund valuations, sales and office administration as well as the operational activities within the company. She holds certifications from the Chartered Institute of Marketing (CIM). Ms Chan Ai Mei Chief Marketing Officer Ms Chan joined the Manager in 2010 as a Head of Financial Institution Distribution and assumed the role of Chief Marketing Officer in January Her role encompasses marketing & communications, product, capital market and structuring, and driving the growth and development of private retirement scheme for the Manager. She has been responsible for overseeing and driving the growth of third party distribution channels for the Manager since 2010 and developing a team that services the financial institutions and business partnership teams to distribute the Manager s products. Prior to her career with the Manager, 7

9 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. she was with Standard Chartered Bank for 5 years where she was involved in the wealth management business driving sales of investment products as well as leading a team of investment consultants. She also spent almost 7 years in Citibank as a personal banker and managed a sales team. She graduated with a degree in Bachelor of Commerce (majoring in Marketing) from Auckland University, New Zealand and is also a member of the Association of Financial Planning Malaysia. Ms Esther Thye Yee Meng Chief Strategy Officer Esther Thye was appointed as the Chief Sales Officer on 1 September 2006 and has been with the Manager since January 2005, previously as the Head of Institutional Business. She has over 15 years of sales and marketing experience primarily in the financial services industry. She is responsible for securing business from private and institutional clients as well as developing portfolio management solutions for this niche market. Esther is an Associate Financial Practitioner (AFP) who holds an advanced Diploma from the Chartered Institute of Marketing (CIM). Mr Shahrin Shaikh Mohd Chief Compliance, Risk and Legal Officer Shahrin Shaikh Mohd joined the Manager as the Chief Compliance, Risk and Legal Officer in January 2012 and has over 15 years experience in the fund management, unit trusts and capital market regulatory framework. He is entrusted by the Board and Chief Executive Officer of the Manager to supervise the overall implementation and communication of risk governance and compliance framework on top of overseeing legal matters and risk management for the company. He is the designated person responsible for the compliance matters of the company. Shahrin began his career with the SC where he spent more than 17 years in various capacities covering various areas such as reviewing corporate proposals which includes Initial Public Offering ( IPO ), acquisitions, rights issues, unit trusts; development of policies and guidelines as well as supervision and examination of unit trusts and fund management companies. Shahrin s experience include a 1-year stint at the Capital Market Authority of Saudi Arabia as a consultant in reviewing the mutual funds regulatory framework in Saudi Arabia. Shahrin graduated with a double major in Accounting and Finance from the University of Warwick, England. Pages of the Prospectus Section 11.8 The Manager s Disclosure on Related Party Transactions and Possible Conflicts of Interest The information in relation to Related Party Transactions and Conflicts of Interest are hereby deleted and replaced by the following:- Related Party Transactions Name of Party Involved in the Transaction Nature of Transaction Name of Related Party Nature of Relationship The Manager Placement of deposits Affin Hwang Investment Bank Berhad Affin Hwang IB holds 70% equity interest in the Manager. (Affin Hwang IB) Conflicts of Interest As at 20 September 2014, the directors of the Manager who have either direct or indirect interest in other corporations carrying on a similar business with the Manager are as disclosed below: 8

10 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. Name of Director Puan Maimoonah Binti Mohamed Hussain Name of Corporation or Business Asian Islamic Investment Management Sdn. Bhd. ( AIIMAN ) Shareholding (Direct/ Indirect) Nature of Interest Directorship - Director Blair Chilton Pickerell Nikko Asset Management International Limited Tyndall Investment Management Limited Tyndall Investment Management New Zealand Limited Director - Director - Director SIM Funds Management Limited - Director Tyndall Asset Management Limited - Director Nikko Asset Management Asia Limited - Director Nikko Asset Management Hong Kong Limited - Director Asian Islamic Investment Management Sdn. Bhd. - Director (Non-executive) Seet Oon Hui Eleanor Asian Islamic Investment Management Sdn. Bhd. - Director (Non-executive) Nikko Asset Management Asia Limited Nikko Asset Management (Mauritius) Limited Nikko Asset Management International Limited Singapore Consortium Investment Management Limited Director Director Director Director 9

11 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. E. SECTION 15 - DOCUMENTS AVAILABLE FOR INSPECTION Page 71 of the Prospectus The write-up under the section is hereby deleted and replaced by the following:- You may inspect without charge, at the business address of the Manager and/or the Trustee, for a period of not less than 12 months from the date of this Prospectus, the following documents or copies thereof or other documents as may be required by the SC, where applicable: (a) (b) (c) (d) (e) (f) The Deed and supplemental deed (if any) of the Fund; Each material contract or document referred to in the Prospectus; All reports, letters or other documents, valuations and statements by any expert, any part of which is extracted or referred to in the Prospectus; The audited financial statements of the Fund for the current financial year (where applicable) and the last three (3) financial years or from the date of establishment/ incorporation, if less than three (3) years, preceding the date of Prospectus; Writ and relevant cause papers for all current material litigation and arbitration disclosed in this Prospectus; and Any consent given by experts whose statement appears in the Prospectus. F. SECTION 16 - UNIT TRUST LOAN FINANCING RISK DISCLOSURE STATEMENT Page 72 of the Prospectus The write-up under the section is hereby deleted and replaced by the following:- Investing in a Unit Trust Fund with Borrowed Money Is More Risky than Investing with Your Own Savings. You should assess if loan financing is suitable for you in light of your objectives, attitude to risk and financial circumstances. You should be aware of the risks, which would include the following: (i) (ii) (iii) (iv) The higher the margin of financing (that is, the amount of money you borrow for every ringgit of your own money which you put in as deposit or down payment), the greater the loss or gain on your investment. You should assess whether you have the ability to service the repayments on the proposed loan. If your loan is a variable rate loan, and if interest rates rise, your total repayment amount will be increased. If unit prices fall beyond a certain level, you may be asked to provide additional acceptable collateral (where units are used as collateral) or pay additional amounts on top of your normal instalments. If you fail to comply within the time prescribed, your units may be sold towards the settlement of your loan. Returns on unit trusts are not guaranteed and may not be earned evenly over time. This means that there may be some years where returns are high and other years where losses are experienced. Whether you eventually realise a gain or loss may be affected by the timing of the sale of your units. The value of units may fall just when you want your money back even though the investment may have done well in the past. 10

12 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. This brief statement cannot disclose all the risks and other aspects of loan financing. You should therefore carefully study the terms and conditions before you decide to take a loan. If you are in doubt about any aspect of this risk disclosure statement or the terms of the loan financing, you should consult the institution offering the loan. ACKNOWLEDGEMENT OF RECEIPT OF RISK DISCLOSURE STATEMENT I acknowledge that I have received a copy of this Unit Trust Loan Financing Risk Disclosure Statement and understand its contents. Signature : Full Name : Date : 11

13 THIS IS A SUPPLEMENTAL PROSPECTUS WHICH HAS TO BE READ IN CONJUNCTION WITH THE PROSPECTUS DATED 23 OCTOBER 2014 IN RESPECT OF THE AFFIN HWANG FIXED MATURITY INCOME FUND XII. G. SECTION 17 DIRECTORY OF SALES OFFICES Page 73 of the Prospectus This section is hereby deleted and replaced by the following:- HEAD OFFICE Suite 11-01, 11th Floor, Menara Keck Seng, 203, Jalan Bukit Bintang, Kuala Lumpur. Tel : Fax : Toll Free No : customercare@affinhwangam.com PENANG No. 10-C-24, Precinct 10, Jalan Tanjung Tokong, Penang. Tel : Fax : PERAK 13A Persiaran Greentown 7, Greentown Business Centre, Ipoh, Perak. Tel: Fax: JOHOR 1st Floor, No. 93, Jalan Molek 1/29, Taman Molek, Johor Bahru, Johor. Tel : / 5977 Fax : SABAH Lot No. B-2-09, 2nd Floor, Block B, Warisan Square, Jalan Tun Fuad Stephens, Kota Kinabalu, Sabah. Tel : Fax : SARAWAK Ground Floor, No. 69 Block 10, Jalan Laksamana Cheng Ho Kuching, Sarawak. Tel : Fax : st floor, Lot 1291, Jalan Melayu, MCLD, Miri, Sarawak. Tel : Fax :

14 Affin Hwang Fixed Maturity Income Fund XII Prospectus MANAGER Affin Hwang Asset Management Berhad ( T) (Formerly known as Hwang Investment Management Berhad) TRUSTEE TMF Trustees Malaysia Berhad ( W) This Prospectus is dated 23 October Constitution Date of the Fund: 23 October This Fund is open for sale during the Offer Period Only. INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE CONTENTS OF THE PROSPECTUS. IF IN DOUBT, PLEASE CONSULT A PROFESSIONAL ADVISER. FOR INFORMATION CONCERNING CERTAIN RISK FACTORS WHICH SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS, SEE "RISK FACTORS" COMMENCING ON PAGE 14.

15 Message from the CEO Dear investors, Thank you for expressing your interest in our Hwang Fixed Maturity Income Fund XII ( Fund ). This is our twelfth offering of the Hwang fixed maturity income series. This Fund is a close ended fund with a maturity period of 3 years. The Fund aims to provide regular income through investments predominantly in bonds. To achieve its objective, the Fund will allocate a minimum of 80% of its Net Asset Value to purchase multiple foreign and/or local bonds. The Fund may also invest a maximum 20% of its NAV in money market instruments and deposits. This Fund is suitable for you if you seek regular income distribution, have up to three (3) years investment horizon and have a moderate risk tolerance. The Fund s investments are not risk free and you are firmly advised to consider the risks associated with investing in this Fund. We consider that the following non-exhaustive specific risk factors are related to the Fund: interest rate risk, credit risk, derivatives risk, country risk, currency risk, regulatory risk, political risk and mismatch risk. As such, your risk appetite level should be a consideration when deciding if the Fund is suitable for you. For further details on the risk profiles of the Fund, please refer to Section 4 Risk Factors in this Prospectus. Investing in this Fund will attract fees and charges which are described below:- A Sales Charge of 3.00% of the Offer Price; Repurchase Charge of : 3.00% of the NAV per Unit from the Investment Date up to the first (1 st ) anniversary of the Investment Date. 2.00% of the NAV per Unit from the Business Day immediately following the first (1 st ) anniversary up to the second (2 nd ) anniversary of the Investment Date. 1.00% of the NAV per Unit from the Business Day immediately following the second (2 nd ) anniversary up to the Business Day immediately prior to the third (3 rd ) anniversary of the Investment Date. Nil at Maturity Date or Early Maturity Date. A Trustee fee of up to 0.04% per annum of the NAV of the Fund, subject to a minimum of RM12, per annum (excluding foreign custodian fees and charges); and Other expenses in relation to the administration and operation of the Fund. If you are interested in investing in the Fund, have any queries or require further information, please contact our customer service at our toll free number or to customercare@hwangim.com. Alternatively, you may contact any of our sales offices listed in Section 17 of this Prospectus. You are encouraged to read the entire Prospectus for a better understanding of the Fund and we look forward to being of service to you. Best wishes, Teng Chee Wai Chief Executive Officer/ Executive Director ii

16 Responsibility Statements This Prospectus has been reviewed and approved by the directors of Hwang Investment Management Berhad and they collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable enquiries, they confirm to the best of their knowledge and belief, there are no false or misleading statements, or omission of other facts which would make any statement in the Prospectus false or misleading. Statement of Disclaimer The Securities Commission Malaysia has authorized the Fund and a copy of this Prospectus has been registered with the Securities Commission Malaysia. The authorization, and the registration of this Prospectus, should not be taken to indicate that the Securities Commission Malaysia recommends the Fund or assumes responsibility for the correctness of any statement made or opinion or report expressed in this Prospectus. The Securities Commission Malaysia is not liable for any non-disclosure on the part of Hwang Investment Management Berhad who is responsible for the Fund and takes no responsibility for the contents of this Prospectus. The Securities Commission Malaysia makes no representation on the accuracy or completeness of this Prospectus, and expressly disclaims any liability whatsoever arising from, or in reliance upon, the whole or any part of its contents. INVESTORS SHOULD RELY ON THEIR OWN EVALUATION TO ASSESS THE MERITS AND RISKS OF THE INVESTMENT. IN CONSIDERING THE INVESTMENT, INVESTORS WHO ARE IN DOUBT ON THE ACTION TO BE TAKEN SHOULD CONSULT PROFESSIONAL ADVISERS IMMEDIATELY. Additional Statement Units of the Fund will only be issued or sold during the Offer Period. Investors are advised to note that recourse for false or misleading statements or acts made in connection with this Prospectus is directly available through Sections 248, 249 and 357 of the Capital Markets and Services Act This Prospectus is not intended to and will not be issued and distributed in any country or jurisdiction other than in Malaysia ( Foreign Jurisdiction ). Consequently, no representation has been and will be made as to its compliance with the laws of any Foreign Jurisdiction. Accordingly, no issue or sale of Units of the Fund to which this Prospectus relates may be made in any Foreign Jurisdiction or under any circumstances where such action is unauthorised. iii

17 CONTENTS Section Page 1. CORPORATE DIRECTORY 1 2. GLOSSARY 2 3. KEY DATA 7 4. RISK FACTORS GENERAL RISKS SPECIFIC RISKS RISK MANAGEMENT FUND DETAILS INVESTMENT OBJECTIVE VIABLE FUND SIZE INVESTORS PROFILE BENCHMARK FUND TYPE OFFER PERIOD AND OFFER PRICE TENURE ASSET ALLOCATION INVESTMENT STRATEGY ADDITIONAL INFORMATION IN RELATION TO THE FUND PERMITTED INVESTMENTS INVESTMENT RESTRICTIONS & LIMITS VALUATION OF ASSETS VALUATION POINT OF THE FUND POLICY ON GEARING AND MINIMUM LIQUID ASSETS REQUIREMENTS DISTRIBUTION POLICY FEES AND CHARGES SALES CHARGE REPURCHASE CHARGE TRANSFER FEE SWITCHING FEE ANNUAL MANAGEMENT FEE ANNUAL TRUSTEE FEE FUND EXPENSES POLICY ON STOCKBROKING REBATES AND SOFT COMMISSIONS SALE AND PURCHASE OF UNITS 34 iv

18 8.1 COMPUTATION OF NAV AND NAV PER UNIT PRICING OF UNITS SALE OF UNITS MINIMUM UNITS HELD REPURCHASE OF UNITS PAYMENT OF REPURCHASE PROCEEDS REPURCHASE FREQUENCY AND MINIMUM UNITS REPURCHASED COOLING-OFF PERIOD & COOLING-OFF RIGHT TRANSFER FACILITY SWITCHING FACILITY WHERE TO PURCHASE AND REPURCHASE UNITS UNCLAIMED MONEYS SALIENT TERMS OF THE DEED RIGHTS AND LIABILITIES OF UNIT HOLDERS 40 RIGHTS OF UNIT HOLDERS 40 LIABILITIES OF UNIT HOLDERS PROVISIONS REGARDING UNIT HOLDERS MEETINGS 40 UNIT HOLDERS MEETING CONVENED BY UNIT HOLDERS 40 UNIT HOLDERS MEETING CONVENED BY MANAGER 41 UNIT HOLDERS MEETING CONVENED BY TRUSTEE 41 QUORUM REQUIRED FOR CONVENING A UNIT HOLDERS MEETING TERMINATION OF THE FUND 42 CIRCUMSTANCES THAT MAY LEAD TO THE TERMINATION OF THE FUND THE MAXIMUM FEES AND CHARGES THAT MAY BE IMPOSED BY THE MANAGER AND THE STEPS TO BE TAKEN BY THE MANAGER TO INCREASE SUCH FEES AND CHARGES 43 MAXIMUM RATE OF DIRECT CHARGES AND INDIRECT FEES ALLOWABLE BY THE DEED 43 PROCEDURES TO BE TAKEN TO INCREASE THE DIRECT CHARGES AND INDIRECT FEES FROM THE CURRENT AMOUNT STIPULATED IN THE PROSPECTUS 43 PROCEDURES TO BE TAKEN TO INCREASE THE DIRECT CHARGES AND INDIRECT FEES FROM THE CURRENT AMOUNT STIPULATED BY THE DEED OTHER EXPENSES PERMITTED UNDER THE DEED RETIREMENT, REMOVAL OR REPLACEMENT OF THE MANAGER RETIREMENT, REMOVAL OR REPLACEMENT OF THE TRUSTEE CLIENT COMMUNICATION THE MANAGER THE MANAGEMENT COMPANY ROLE OF THE MANAGER FINANCIAL POSITION ROLE OF DIRECTORS 51 BOARD OF DIRECTORS ROLE OF THE INVESTMENT COMMITTEE 51 THE INVESTMENT COMMITTEE MEMBERS THE TEAM 53 THE INVESTMENT TEAM 53 KEY PERSONNEL OF THE MANAGEMENT TEAM MANAGER S DELEGATE THE MANAGER S DISCLOSURE ON RELATED PARTY TRANSACTIONS AND POSSIBLE CONFLICTS OF INTEREST 56 v

19 RELATED PARTY TRANSACTIONS 56 CONFLICTS OF INTEREST POLICY ON DEALING WITH CONFLICTS OF INTEREST MATERIAL LITIGATION THE TRUSTEE BACKGROUND INFORMATION FINANCIAL HIGHLIGHTS EXPERIENCE IN TRUSTEE BUSINESS BOARD OF DIRECTORS PROFILE OF KEY PERSONNEL DUTIES AND RESPONSIBILITIES OF THE TRUSTEE TRUSTEE S STATEMENT OF RESPONSIBILITY TRUSTEE S DELEGATE TRUSTEE S DISCLOSURE OF MATERIAL LITIGATION AND ARBITRATION TAX ADVISERS LETTER STATEMENT OF CONSENT DOCUMENTS AVAILABLE FOR INSPECTION UNIT TRUST LOAN FINANCING RISK DISCLOSURE STATEMENT DIRECTORY OF SALES OFFICES 73 vi

20 1. CORPORATE DIRECTORY The Manager Hwang Investment Management Berhad ( T) Registered Office Level 8, Wisma Sri Pinang, 60 Green Hall Penang. Business Address Suite 11-01, 11th Floor Menara Keck Seng 203 Jalan Bukit Bintang Kuala Lumpur Tel No. : (603) Fax No. : (603) Toll free line : customercare@hwangim.com Website : Board of Directors of the Manager Mr Hwang Lip Teik Y.A.M. Tunku Dato Seri Nadzaruddin Ibni Almarhum Tuanku Ja afar Mr Teng Chee Wai Mr Blair Chilton Pickerell Y.A.M. Tengku Syed Badarudin Jamalullail (Independent Director) Mr Tham Kwok Meng (Independent Director) Ms Seet Oon Hui Eleanor (Alternate Director to Mr Blair Chilton Pickerell) Investment Committee Members Y.A.M. Tunku Dato Seri Nadzaruddin Ibni Almarhum Tuanku Ja afar Y.A.M. Tengku Syed Badarudin Jamalullail (Independent member) Dr Neoh Soon Kean (Independent member) Mr Wong Ming Tek Mr Goh Yin Foo Audit Committee Members Mr Tham Kwok Meng (Chairman) Y.A.M. Tengku Syed Badarudin Jamalullail (Independent member) Mr Blair Chilton Pickerell Manager s Delegate (fund valuation & accounting function) TMF Trustees Malaysia Berhad ( W) (10th Floor, Menara Hap Seng No 1 & 3, Jalan P.Ramlee Kuala Lumpur Tel No. : (603) Fax No. : (603) Company Secretaries Ms Tan Lee Peng (LS ) Ms Mah Yee Wan (MAICSA ) Ms Ooi Hui Ling (MAICSA ) Level 8, Wisma Sri Pinang 60 Green Hall Penang The Trustee TMF Trustees Malaysia Berhad ( W) Registered office & business address 10th Floor, Menara Hap Seng No 1 & 3, Jalan P.Ramlee Kuala Lumpur Tel No. : (603) Fax No. : (603) Trustee s Delegate (Local & Foreign Custodian) Standard Chartered Bank Malaysia Berhad Level 16, Menara Standard Chartered 30 Jalan Sultan Ismail Kuala Lumpur Tel No. : (603) Fax No. : (603) Tax Adviser Deloitte Tax Services Sdn Bhd Level 16, Menara GLB 1 Jalan Wan Kadir, Taman Tun Dr. Ismail Kuala Lumpur Auditor PricewaterhouseCoopers Level 10, 1 Sentral Jalan Travers, KL Sentral P.O. Box Kuala Lumpur Banker HSBC Bank (M) Berhad ( V) Global Banking 12th Floor, North Tower No. 2, Leboh Ampang Kuala Lumpur Solicitors Soon Gan Dion & Partners 1 st Floor, No. 73, Jalan SS 21/1A Damansara Utama Petaling Jaya Selangor FiMM Federation of Investment Managers Malaysia , 7th Floor, PNB Damansara 19, Lorong Dungun, Damansara Heights, Kuala Lumpur Tel No. : (603) Fax No. : (603) info@fimm.com.my Website: Agents Registered unit trust consultants and other approved Institutional Unit Trust Advisers (as and when appointed) of the Manager. 1

21 2. GLOSSARY the Act the Board Bursa Malaysia Business Day Commencement Date Communiqué Cooling off Period Means the Capital Markets and Services Act 2007 ( CMSA 2007 ) as originally enacted and amended or modified from time to time. Means the board of directors of HwangIM. Means the stock exchange operated by Bursa Malaysia Securities Berhad. Means a day on which the Bursa Malaysia is open for trading and this information can be obtained from the Bursa Malaysia s website at Means the date on which sales of Units of the Fund may first be made. The Commencement Date is also the launch date of the Fund. Refers to the notice issued by the Manager to the Unit Holders. Refers to a period where you are entitled to exercise your Coolingoff Right. This period is six (6) Business Days from the date the purchase request is received by the Manager. Cooling off Right Refers to your right to apply for and receive a refund for every Unit that you paid for, provided that this right is exercised within the Cooling-off Period and you are investing in any funds managed by the Manager for the first time. This right is not applicable to you if you are: (a) a corporation or institution; (b) a staff of the Manager; or (c) persons registered with a body approved by the SC to deal in unit trusts. You will be refunded within 10 days from receipt of the cooling-off application. days Deed In respect of this Fund, a reference to day means calendar day unless otherwise stated. Refers to the deed dated 8 January 2014 entered into between the Manager and the Trustee and including any amendments and variations thereto. 2

22 deposits Early Maturity Early Maturity Communiqué Early Maturity Date FiMM financial institution(s) Refers to fixed deposits. An event where the Fund is unwound prior to the 3 rd anniversary of the Fund s Investment Date, subject to the Fund achieving early maturity requirements (please refer to Section 5.9 Early Maturity for further details). Refers to the communiqué issued to Unit Holders, notifying that the Early Maturity is exercised and that the Fund will be unwound on the Early Maturity Date. Refers to the 10 th Business Day immediately following the date which the Manager issues the Early Maturity Communiqué to Unit Holders, notifying that the Fund has met the Early Maturity requirements and the Fund will be unwound on the Early Maturity Date. In the event the Manager deems to be unable to liquidate all the assets on the 10 th Business Day, the Manager may issue a communiqué to Unit Holders to extend the Early Maturity Date by up to the 20 th Business Day from the date the Early Maturity Communiqué is issued. The Early Maturity Date may fall on a date, earliest on the 1 st anniversary of the Investment Date up to the date, 30 days before the 3 rd anniversary of the Investment Date. Means the Federation of Investment Managers Malaysia. Means (a) if the institution is in Malaysia (i) licensed bank; (ii) licensed investment bank; or (iii) Islamic bank; (b) if the institution is outside Malaysia, any institution that is licensed/registered/approved/authorised to provide financial services by the relevant banking regulator. Forward Pricing Fund Guidelines Institutional Unit Trust Advisers (IUTA) Means the price of a Unit that is the NAV per Unit calculated at the next valuation point after the repurchase request is received by the Manager. Refers to Hwang Fixed Maturity Income Fund XII. Refers to the Guidelines on Unit Trust Funds issued by the SC and as may be amended from time to time. Means an institution or organisation or corporation that is licensed by the SC for the purpose of carrying out dealing in securities restricted to unit trusts and is duly registered with the FiMM to market and distribute unit trust funds. 3

23 Investment Date Means the date on which the investment of the Fund may first be made and it is the date which begins on the next Business Day immediately after the expiry of the Offer Period. A reference to the Fund s anniversary shall be a reference from this Investment Date. Latest Practicable Date (LPD) Manager or HwangIM Maturity Date Means 3 March 2014 and is the latest practicable date for the purposes of ascertaining certain information deemed relevant in this Prospectus. Refers to Hwang Investment Management Berhad Means the date on which the Fund automatically terminates and is the date, which is the third (3rd) anniversary of the Investment Date; if the date is not a Business Day, the Maturity Date shall be the first Business Day following the date that is the third (3rd) anniversary of the Investment Date. If the Fund is earlier terminated in accordance with the provisions of the Deed and due to the Early Maturity feature, the Maturity Date shall mean the date of such earlier termination. Net Asset Value/ NAV NAV per Unit Offer Period Offer Price Over-the-Counter (OTC) Means the value of the Fund which is determined by deducting the value of all the Fund s liabilities from the value of all the Fund s assets, at the valuation point. For the purpose of computing the annual management fee and annual trustee fee, the NAV of the Fund should be inclusive of the management fee and the trustee fee for the relevant day. Means the Net Asset Value of the Fund at a particular valuation point divided by the total number of Units in Circulation at that valuation point. Means a period where the Fund is open for subscription which shall not exceed 45 days from the Commencement Date of the Fund. The Offer Period may be shortened by the Manager in the event the Fund is fully subscribed or when the Manager determines that it is in the best interest of the Unit Holders. The Offer Price is RM 1.00 per Unit during the Offer Period. OTC trades refer to trading of financial instruments directly between two parties without going through the securities exchange i.e. the financial instruments are not formally traded on a securities exchange. 4

24 Prospectus Repurchase Charge Repurchase Price RM Sales Charge SC Selling Price Short term Special Resolution Refers to this prospectus in respect of the Fund and includes any supplementary or replacement prospectus, as the case may be. Means a charge imposed pursuant to a repurchase request. Means the price payable to a Unit Holder by the Manager for a Unit pursuant to a repurchase request and it shall be exclusive of any Repurchase Charge. Means Ringgit Malaysia, the lawful currency of Malaysia. Means a fee imposed pursuant to a purchase request. Means Securities Commission Malaysia. Means the price payable by the Unit Holder for the Manager to create a Unit in the Fund and it shall be exclusive of any Sales Charge. The Selling Price is equivalent to the Offer Price during the Offer Period. Means a period of less than three (3) years. Means a resolution passed by a majority of not less than ¾ of Unit Holders voting at a meeting of Unit Holders. For the purpose of terminating or winding up a Fund, a Special Resolution is passed by a majority in number representing at least ¾ of the value of Units held by Unit Holders voting at the meeting. Target NAV per Unit Means the NAV per Unit target for Early Maturity to be triggered (please refer to Section What is an Early Maturity for further details). The Target NAV per Unit is computed via the following formula: RM Sales Charge per Unit imposed + Target Yield in RM per unit terms. For the avoidance of doubt, RM per Unit is a preset to reflect the Offer Price, with an additional buffer of 1% i.e. RM RM Target Yield Means the annual income distribution rate that the Fund endeavours to distribute to Unit Holders, subject to the availability of income. The Fund s income distributions are non-guaranteed. The Target Yield in RM per unit terms = Target Yield* (Offer Price + Sales Charge per Unit imposed). For the purpose of calculating Target Yield in RM per unit terms, if the Sales Charge rate is 3%, the 5

25 Sales Charge per Unit is RM0.030). The Target Yield shall be confirmed via a communiqué after the end of the Offer Period. the Trustee Unit or Units Units in Circulation Unit Holder(s) Refers to TMF Trustees Malaysia Berhad ( W) It is a measurement of the right or interest of a Unit Holder and includes a fraction of a unit. Means Units created and fully paid. It is the total number of Units issued at a particular valuation point. Means the person for the time being who, in full compliance to the relevant laws and under the Deed, is registered pursuant to the Deed as a holder of Units of the Fund, including a jointholder. 6

26 3. KEY DATA THIS SECTION IS ONLY A SUMMARY OF THE SALIENT INFORMATION ABOUT THE FUND AND THAT INVESTORS SHOULD READ AND UNDERSTAND THE WHOLE PROSPECTUS BEFORE MAKING ANY INVESTMENT DECISIONS. Fund Information Page The Fund Fund Category Hwang Fixed Maturity Income Fund XII Bond (close-ended) Fund Type Income 19 Viable Fund Size Base Currency Offer Price The Manager reserves the right not to proceed with the Fund if the Fund has not achieved a viable size of 30 million Units at the end of the Offer Period. Ringgit Malaysia RM1.00 The Offer Price refers to the price for each Unit Offer Period A period of not more than 45 days from the Commencement Date of the Fund. 20 Maturity Date Financial Year End Investment Objective The Offer Period may be shortened by the Manager in the event the Fund is fully subscribed or where the Manager determines that it is in the best interest of the Unit Holders. Units will only be offered for sale during the Offer Period. On the third (3 rd ) anniversary of the Investment Date or such earlier date in accordance with the provisions of the Deed or subject to the Early Maturity feature. 30 September The Fund aims to provide regular income through investments predominantly in bonds. Note: Any material change to the Fund s investment objective would require Unit Holders approval. All income distribution will be made in the form of cash

27 Fund Information Page Asset Allocation Please refer to Section 6.6 of the Distribution Policy on page 30 for further details. The Fund s asset allocation range is as follows:- 20 Foreign and/or local bonds Money market instruments and deposits Minimum of 80% of the Fund s NAV Remaining balance of the Fund s NAV Investment Strategy Investors Profile To achieve its objective, the Manager intends to invest a minimum of 80% of the Fund s NAV in foreign and/or local bonds. The remaining balance of the Fund s NAV will be invested in money market instruments and deposits. The Fund may also invest up to 40% of its NAV in unrated bonds or bonds which are rated below investment grade by Standard & Poor s, Moody s, Fitch, RAM, MARC or any other rating agencies. (please refer to Section 5.9 for more details) This Fund is suitable for you if you:- seek regular income distribution; have three (3) years investment horizon; and have a moderate risk tolerance Specific Risks of Investing in the Fund Interest rate risk; Credit risk; Derivatives risk; Country risk; Currency risk; Regulatory risk; Political risk; and Mismatch risk. Distribution Policy Depending on the level of income the Fund generates, the Fund will provide distribution on an annual basis. The Fund s income distributions are non-guaranteed and 30 8

28 Fund Information Benchmark subject to the continuing abilities of the issuers of the Fund s investments to meet their respective outstanding financial obligations. (please refer to Section 6.6 for more details) 3-years Malayan Banking Berhad fixed deposit rate as at Investment Date. The risk profile of the Fund is not the same as the risk profile of the performance benchmark. (please refer to Section 5.4 for more details) Page 19 Fees and Charges This table describes the charges that you may directly incur when you buy or redeem Units of this Fund Sales Charge Distributors Maximum Sales Charge as a percentage of the Offer Price 31 Institutional Unit Trust Advisers Internal distribution channel of the Manager 3.00% Unit trust consultants Switching Fee The Sales Charge is not negotiable. Not applicable as the switching facility is not available for this Fund. 32 Transfer Fee RM5.00 per transfer. 32 9

29 Fund Information Repurchase Charge Distributors Institutional Unit Trust Advisers Internal distribution channel of the Manager Unit trust consultants Maximum Repurchase Charge as a percentage NAV per Unit Depending on when the repurchase request is made, the following Repurchase Charge shall be applicable: 3.00% of NAV per Unit from the Investment Date up to the first (1 st ) anniversary of the Investment Date. 2.00% of NAV per Unit from the Business Day immediately following the first (1 st ) anniversary up to the second (2 nd ) anniversary of the Investment Date. 1.00% of NAV per Unit from the Business Day immediately following the second (2 nd ) anniversary up to the Business Day immediately prior to the third (3 rd ) anniversary of the Investment Date. Page At Maturity Date or Early Maturity Date Nil The Repurchase Charge is not negotiable. Notes: (1) There will not be any Repurchase Charge applicable on the exercise of Cooling-off Right and repurchase request made before the Investment Date (2) At the Maturity Date or Early Maturity Date, all Units are cancelled by the Manager and as such do not constitute a repurchase request. That being the case, Repurchase Charge is not applicable at the Maturity Date or Early Maturity Date, as the case may be. (3) The Repurchase Charge will be retained by the Fund for the benefit of remaining Unit Holders. 10

30 Fund Information Page This table describes the fees that you may indirectly incur when you invest in this Fund. Annual Management Fee Not applicable 32 Annual Trustee Fee Fund Expenses Transaction Details Up to 0.04% per annum of the NAV of the Fund, subject to a minimum of RM12,000 per annum (excluding foreign custodian fees and charges). These include, but are not limited to: Charges/fees paid to foreign sub-custodian; The fee and other expenses properly incurred by the auditor appointed for the Fund; Fees for the valuation of any investments of the Fund by independent valuers; Costs incurred for the modification of the Deed of the Fund other than those for the benefit of the Manager and/or Trustee; Cost incurred for any meeting of the Unit Holders except for those that convened for the benefit of the Manager or Trustee; and Other fees/expenses permitted in the Deed. Expenses related to the issuance of this Prospectus will be borne by the Manager Minimum Initial Investment Minimum Units Held RM1,000 * 37 1,000 * Units 37 Minimum Additional Investment Repurchase Frequency and Minimum Units RM100 * Any additional investments can only be made during the Offer Period. There is generally no restriction on the frequency of repurchase; however, there is a minimum repurchase amount of 1,000 Units for each repurchase request * subject to change at the Manager s discretion 11

31 Fund Information Repurchased Period of Payment of Repurchase Proceeds Period of Proceeds Payment at the Fund s maturity Cooling-off Period (please refer to Section 8.7 for more details) Within ten (10) days of receipt of the repurchase request by the Manager. Payment of proceeds to be paid to the Unit Holders is expected to be within two (2) weeks from the Fund s maturity and will not be more than one (1) month from the Fund s maturity. Within six (6) Business Days of the date of receipt of the application to purchase Units of the Fund by the Manager. The Unit Holders shall be refunded within 10 days of receipt of the cooling-off application by the Manager. Page Switching Facility Switching into/out of this Fund is not available. 39 Transfer Facility Other Information You are permitted to transfer Units which you hold to another person. (please refer to Section 8.9 for more details) 38 The Manager or HwangIM Designated Fund Manager Hwang Investment Management Berhad 50 Esther Teo Keet Ying 54 The Trustee TMF Trustees Malaysia Berhad 60 Fund Accounting and Valuation Agent Deed (s) that govern the Fund TMF Trustees Malaysia Berhad 56 Deed dated 8 January 2014 There are fees and charges involved and investors are advised to consider them before investing in the Fund. Unit prices and distribution payable, if any, may go down as well as up. 12

32 For information concerning certain risk factors which should be considered by prospective investors, see Risk Factors commencing on page

33 4. RISK FACTORS This section of the Prospectus provides you with information on the general risks involved when investing in the Fund and the specific risks associated with the securities or instruments that the Fund will be investing in. 4.1 General Risks Fund Manager s risk The performance of a unit trust fund depends on the experience and expertise of the fund manager to generate returns. Lack of any of the above mentioned may adversely affect the performance of the Fund. Inflation risk Inflation risk is the risk of loss in the purchasing power of your investment due to a general increase of consumer prices. Inflation erodes the nominal rate of your return giving you a lower real rate of return. Inflation is thus one of the major risks to you and results in uncertainty over the future value of investments. You are advised to take note that this Fund is not constituted with the objective of matching the inflation rate of Malaysia. The Fund has a specific objective that it seeks to achieve without having regard to the inflation rate. If your investment objective is to match the inflation rate (so as not to lose your purchasing power over time), this Fund may not be suitable for you. Loan Financing risk If you intend to purchase Units of this Fund by means of borrowed/financed monies and use those Units as collateral for the borrowed/financed monies, you should be aware that if the value of the Units falls below the borrowed/financed amount, the lender may require you to provide additional forms of collateral. You should also be aware that the cost of borrowing may rise if the interest rates move up especially if your borrowing is based on floating interest rates (i.e. not a fixed rate). Thus, the cost of borrowings may even be higher than any returns that you may eventually make from your investments in this Fund. Risk of non-compliance - This refers to the risk where the Manager does not comply with the applicable rules, laws, regulations or the Deed. Although not every noncompliance will necessarily result in some losses to the Fund, there is always a risk that losses may be suffered by the Fund. For instance, the Manager may be forced to dispose investments of the Fund at a loss to resolve the non-compliance. In order to mitigate this risk, the Manager has imposed stringent internal compliance controls. Operational risk - This risk refers to the possibility of a breakdown in the Manager s internal controls and policies. The breakdown may be a result of human error, system failure or fraud where employees of the Manager collude with one another. This risk may cause monetary loss and/or inconvenience to you. The Manager will regularly review its internal policies and system capability to mitigate this risk. Additionally, the Manager maintains a strict segregation of duties to mitigate instances of fraudulent practices amongst employees of the Manager. 14

34 4.2 Specific Risks You should take into consideration the following specific risks associated with the securities or instruments invested by the Fund:- Interest rate risk Bonds and money market instruments are subject to interest rate fluctuations. Generally, interest rates movements are inversely co-related with prices of the securities or instruments. For example, when interest rates rise, prices of bonds will fall and vice versa. The fluctuations of the prices of the securities or instruments may, in turn, have an impact on the NAV of the Fund. This risk can largely be eliminated by holding the securities or instruments until their maturity. Credit risk The risk arises when the issuers of the bonds or money market instruments or derivatives counterparty do not make timely payment of interest and/or principal. If such defaults were to occur, the Fund is expected to experience a decline in NAV, the extent of which largely depends on the size of the bond, money market instruments or derivatives holdings relative to the total NAV. The management of credit risk is largely accounted for by the Manager s management of issuer and counterparty specific risk. This refers to the emphasis on credit analysis conducted to determine the ability of the issuer and counterparty to service promised payments. As the Fund may also invest up to 40% of its NAV in unrated bonds or bonds which are rated below investment grade by Standard & Poor s, Moody s, Fitch, RAM, MARC or any other rating agencies, this will imply a higher credit risk. The Manager will follow a strict selection process to reduce the credit risk of the Fund. Please refer to Section 5.9 Bonds Selection Process and Criteria for more details. The chart below shows the credit rating assigned by Moody s, Standard & Poor s, Fitch, RAM and MARC:- 15