Odey Investment Funds plc

Transcription

1 Odey Investment Funds plc Application form Non US Application Form Fax this completed form to Odey Investment Funds plc on and send hard copy to the address below: Odey Investment Funds plc c/o RBC Investor Services Ireland Limited George s Quay House, 43 Townsend Street Dublin 2, Ireland Tel: Fax: (by 12.00pm Irish Time T-1) Should you require any assistance please contact Odey Wealth Management (C.I.) Limited on +44 (0) INTRODUCER Please complete in CAPITAL LETTERS 1. Shareholder registration and address Company / Trustee / Scheme Name /Individual/Partnership Contact Name Registered address City County Post Code Correspondence address City County Post Code Occupation Tel Fax Mobile 2. Application details for investment Please indicate your subscription amount or the number of shares you would like to apply for in the following Sub-Fund: Odey Opportunity Fund: Currency: USD EUR GBP CHF NOK (Tick one) Class and currency of shares assumed to be Ordinary Shares unless otherwise stipulated Amount 1 No. Shares Ordinary Share Class: EUR/USD/CHF/NOK I Share Class: EUR/USD/CHF/NOK R Share Class: GBP IR Share Class: GBP Please note the minimum initial subscription amount in each I Class is Euro 1,000,000 (or its equivalent in U.S. Dollars, Sterling, Swiss Francs or Norwegian Krone as appropriate), subject to the discretion of the Directors. The minimum initial subscription amount in all other Classes is Euro 1,000 (or its equivalent in U.S. Dollars, Sterling, Swiss Francs or Norwegian Krone as appropriate), subject to the discretion of the Directors. For Odey Opportunity Fund, It is possible to set-up a monthly savings scheme, should you wish to do so please contact Odey Wealth Management (C.I.) Limited on +44 (0)

2 3. Bank account details Funds being remitted from: Bank: Address: Account Name: Sort Code: Account Number: REF: Redemptions to be remitted to (if different from above): Bank: Address: Account Name: Sort Code: Account Number: REF: 4. Subscription payment details All EUR subscription monies should be lodged in the following account: Bank of America London** BOFAGB22 Final Beneficiary: LU **NOTE for EUR Payments: In order to benefit as much as possible from local clearing, it is recommended that you route your payment via one of the following of our Bank of America EUR correspondent banks: Code Swift Bank Name Code Swift Bank Name BOFAGB22 Bank of America London BOFAES2X Bank of America Madrid BOFAFRPP Bank of America Paris BOFABE3X Bank of America Antwerp BOFADEFX Bank of America Frankfurt BOFAIE3X Bank of America Dublin BOFAIT2X Bank of America Milan BOFANLNX Bank of America Amsterdam All GBP subscription monies should be lodged in the following account: Bank of America London BOFAGB22 Beneficiary account: LU Continued 2

3 PAYMENT BY CHAPS / TELEGRAPHIC TRANSFER (SAME DAY TRANSFER) We actively encourage investors and distributors to pay subscription proceeds by SWIFT as above. However, in the case where the SWIFT network is not available to you in the UK, for GBP only please make payment as per the following CHAPS format Bank: Bank of America NA, 5, Canada Square, London, E14 5AQ, United Kingdom Sort Code: Beneficiary: RBC Investor Services Bank Luxembourg Account number: Please note that each payment must be quoted with the following reference: Ref: PAYMENT BY BACS / MONTHLY STANDING ORDER (THREE DAY TRANSFER) Bank: Bank of America NA, 5 Canada Square, London, E14 5AQ, United Kingdom Sort Code: Beneficiary: RBC Investor Services Bank Luxembourg Account number: Please note that each payment must be quoted with the following reference: Ref: Failure to provide this reference on each payment will result in difficulties in matching the payment and may result in the return of the amount to the remitter. We would like to remind you that any wrongly formatted, non-stp payment instruction or any payment instruction not remitted within our above deadlines, may lead to fees and interest claims that will be charged to yourselves. All USD subscription monies should be lodged in the following account: Bank of America New York BOFAUS3N Final Beneficiary: LU All CHF subscription monies should be lodged in the following account: Bank of America BOFAGB3SSWI Final Beneficiary: LU All NOK subscription monies should be lodged in the following account: Bank of America BOFAGB2UNOR Final Beneficiary: LU Note: The Company operates on an actual settlement basis. All subscription monies must be received in the subscription account of RBC Investor Services Ireland Limited for further credit to the Final Beneficiary no later than 5.00p.m (Irish time) on the third Business Day following the relevant Dealing Day. A completed Application Form should be received by RBC Investor Services Ireland Limited no later than p.m. (Irish time) on the Business Day immediately preceding the relevant Dealing Day. A Dealing Day is every day that is a bank business day in Dublin, London and Luxembourg IF SUBSCRIPTION MONIES HAVE NOT BEEN RECEIVED BY RBC INVESTOR SERVICES IRELAND LIMITED, FOR FURTHER CREDIT TO ODEY INVESTMENT FUND SUBSCRIPTION ACCOUNT, WITHIN THE TIME PERIOD SPECIFIED ABOVE, THE DIRECTORS OF THE COMPANY MAY CANCEL ANY ALLOTMENT OF SHARES MADE AND CHARGE THE APPLICANT FOR ANY LOSS, COST, EXPENSE OR FEES SUFFERED BY THE COMPANY AS A RESULT OF SUCH CANCELLATION. 3

4 5. Dividends Please note that all dividends received by the Company will be reinvested on shareholders behalf unless you declare otherwise. Please can you state whether you require any dividends declared to be paid in: Cash: Or Re-invested: Payment instructions to be remitted to (if different from redemptions): Bank: Address: Account Name: Sort Code: Account Number: Swift: Ref: 6. Identification Corporate investors should provide the following: Certified* list of authorised signatories/ A copy of the appropriately authorised mandate for the Directors to open/operate an account Certified* Certificate of Incorporation. Certified* copy of the Trust Deed or Memorandum and Articles of the entity Certified* copy of government issued picture identification of 2 Directors Certified* copy of utility bill of 2 Directors A list of names and addresses of investors or beneficial owners holding or controlling more than 25% of the issued share capital of the Company and in the case of individual investors their occupations and dates of birth A current list of Directors containing the following information: Name, occupation, date of birth, residential address and business address Non-corporate investors are required to provide ID, proof of age, date of birth, place of birth, address, via: Certified* copy of government issued picture identification Certified* copy of utility bill Proof of deposit (if funds are coming from a non-gafi country). The Company and the Administrator each reserve the right to (i) require supporting identity verification documentation from investors or beneficial owners holding or controlling more than 25% of the Company (ii) carry out additional procedures in relation to an investor who meets the definition of a Politically Exposed Person (PEP) * (certified by a notary, consular staff, embassy staff, solicitor, authorised signatory of a designated person in an equivalent country, chartered or certified public accountant or in the case of a regulated entity, by an authorised signatory from that entity s authorised signatory list provided an original certified copy of the authorised signatory list is provided.) 4

5 7. Taxation of savings directive Council Directive 2003/48/EC ( Savings Directive ), which deals with the Taxation of savings income in the form of interest payments, seeks to ensure that individuals that are resident and residual entities that are established in an EU Member State or a dependent or associated territory who receive savings income from a paying agent in an EU Member State or a dependent or associated territory are taxed in the EU Member State or dependent or associated territory in which they are resident for tax purposes. Dependent or associated territory includes Aruba, Netherlands Antilles, Jersey, Guernsey, Isle of Man, Anguilla, British Virgin Islands, Cayman Islands, Montserrat, Turks and Caicos Islands and may be updated from time to time. First Individual Place and Date of Birth: Country of issue of passport/ Official National ID card*: If applicable, your Tax Identification Number ( TIN ) issued by an EU Member State or dependent or associated territory: If applicable, please specify the EU Member State or dependent or associated territory issuing TI Second Individual Place and Date of Birth: Country of issue of passport/ Official National ID card*: If applicable, your Tax Identification Number ( TIN ) issued by an EU Member State or dependent or associated territory: If applicable, please specify the EU Member State or dependent or associated territory issuing TI *Applicants who present a passport or official National ID card issued by an EU Member State or dependent or associated territory and claim to be tax resident in a country other than that EU Member State must produce a certificate of tax residence issued by that country he/she claims to be tax resident in. If they do not, they will be treated for the purposes of the Savings Directive as tax resident in the country which issued the passport or official National Identity card presented by them. Note: Individuals acting as an intermediary for another person will be treated as the beneficial owner for the purposes of the Savings Directive unless they can provide appropriate evidence that they are acting as an intermediary for that person. Corporate or Equivalent Entities 1. Is the applicant: (Please tick one of the following) Certification (a) (b) (c) (d) (e) (f) (g) A company (including a company acting as a corporate trustee), or other legal person (Certificate of Incorporation or document from the appropriate authority certifying that the entity is a legal person); or An entity taxed under the general arrangements for business taxation i.e. its profits are subjected to corporation tax or tax in another territory which corresponds to corporation tax in Ireland (document from the appropriate Revenue authority certifying that the entity is taxed as such); or A UCITS (or an equivalent collective investment undertaking in a relevant territory other than an EU Member State) (certificate from the appropriate regulatory authority); or An entity that has elected to be treated as a UCITS for the purposes of the legislation (certificate from the appropriate tax authority); or A pension fund (if applicable, corporate trustees to a pension fund should tick box (a)) (certificate from the appropriate regulatory authority); or A charity (if applicable, corporate trustees to a charity should tick box (a)) (certificate from the appropriate regulatory authority); or Continued 5

6 (h) (i) (j) (k) (l) (m) A Finnish avoin yhtiö (Ay); a Finnish kommandiittiyhtiö (Ky) / öppet bolag; a Finnish kommanditbolag; A Swedish handelsbolag (HB); a Swedish kommanditbolag (KB) A residual entity (none of the above entities) (Only residual entities established in an EU Member State or dependent or associated territory fall within the Savings Directive. If not established in an EU Member State or dependent or associated territory, please provide evidence of country of establishment) 8. Declarations and confirmations The undersigned hereby certifies as follows in connection with the initial application for Shares and any subsequent applications: I II III. IV. I/We confirm that I/we have received and understood a copy of the Prospectus and any relevant Supplements for Odey Investment Funds plc (the Company ) current at the date of this application (the Prospectus ). I/We acknowledge that this application is made solely on the terms of the Prospectus and the material contracts referred to therein together (where applicable) with the most recent annual report and accounts of the Company and (if issued after such report and accounts) its most recent unaudited semi-annual report, and subject to the provisions of the Company s Memorandum and Articles of Association from time to time in force. I/We warrant that I am/we are duly authorised to sign this Application Form and to subscribe for or redeem the Shares in the Company and that by virtue of my/our subscribing for, holding or redeeming Shares in the Company, I/we will not be in breach of any laws or regulations of any competent jurisdiction and I/we hereby indemnify the Company, the Administrator and other Shareholders for any direct loss suffered by them as a result of this warranty/representation not being true in every respect. I/We acknowledge that we may either elect to receive the prospectus and the Key Investor Information Document (KIID) in paper or in electronic form. I/We understand that the latest version of the prospectus and KIID is available online in the fund documents section at I/We also understand that we may request at any time for the Administrator and/or the Investment Manager to send me/us the latest version of the prospectus and KIID in paper form. I/We acknowledge that I/we will read the KIID before making my application or subsequent subscription for Shares in any share class and/or sub-fund. I/We declare that:- a. this application does not violate any laws or regulations in the country/territory in which I am/we are domiciled; b. this application is not made by or for any US Persons (as such expression is defined in the Prospectus); c. I/We am/are, or am/are acting on behalf of, a Benefit Plan Investor ; Yes No Benefit Plan Investor is defined in Section 3(42) of the U.S. Employee Retirement Income Security Act of 1974, as amended ( ERISA ), and applicable regulations of the Department of Labor (together, the Plan Asset Rules ), as follows: (i) an employee benefit plan which is subject to Part 4 of Subtitle B of Title I of ERISA, such as a U.S. private sector employee pension or welfare benefit plan (an ERISA Plan ); (ii) a plan subject to Section 4975 of the U.S. Internal Revenue Code of 1986, as amended (the Code ), such as a Keogh plan covering only partners or other self-employed individuals or an individual retirement account or IRA (a Qualified Plan ); or (iii) an entity which is deemed to hold the plan assets of investing ERISA Plans or Qualified Plans pursuant to the Plan Asset Rules. In general, a U.S. or non-u.s. entity which is a passive investment vehicle, is not publicly traded or registered as an investment company under the U.S. Investment Company Act of 1940, as amended, and in which twenty-five (25%) percent or more (or any higher percentage as may be prescribed by the Plan Asset Rules) of the value of any class of equity interests is held by Benefit Plan Investors, is deemed to hold plan assets under the Plan Asset Rules. For purposes of determining whether the percentage threshold has been met or exceeded, the value of any equity interests held by a person (other than a Benefit Plan Investor) who has discretionary authority or control with respect to the assets of the entity, or any person who provides investment advice for a fee (direct or indirect) with respect to such assets, or any affiliate of such a person, is disregarded. In addition, certain other entities, such as insurance company separate accounts and bank collective investment trust funds, are considered to hold plan assets if any of their interests are held by Benefit Plan Investors. 6

7 If you tick the Yes box in IV c, please consult with the Administrator on additional representations that will be required in connection with your application; d. I/We am/are subject to any rules or regulations similar to the fiduciary responsibility provisions of ERISA and/or the prohibited transaction provisions of Section 4975 of the Code; and Yes No e. I was/we were not in the United States when I/we received the Prospectus and I am/we are outside the United States when completing and submitting this Application Form. V. I/We do not intend selling or transferring any Shares which I/we may subscribe for to any Person who is a US Person (as such expressions are defined in the Prospectus). I/We agree to:- a. provide the declaration and warranties contained herein to the Company and at such times as the Company may request and provide such certificates, documents or other evidence as the Company may reasonably require to substantiate such representations; b. notify the Company immediately if I/we become aware that any of the declarations and warranties contained herein is/are no longer accurate and complete in all respects. VI. VII. I/we hereby confirm that the Company, the Custodian and the Administrator are each hereby authorised and instructed to accept and execute any instructions in respect of the Shares to which this application relates given by me/us by facsimile. I/We hereby indemnify the Company, the Custodian and the Administrator and agree to keep each of them indemnified in the absence of any wilful default, negligence or fraud by such persons against any direct loss arising to each of them as a result of any of them acting upon such facsimile instructions. The Custodian and the Administrator may rely conclusively upon and shall incur no liability in the absence of any wilful default, negligence or fraud by such persons in respect of any transfer, payment or any other action taken or not taken upon any notice, consent, request, instruction or other instrument believed in good faith to be genuine or to be signed by properly authorised persons. I/We hereby undertake to observe and be bound by the provisions of the Memorandum and Articles of Association (as amended from time to time) of the Company and apply to be entered in the Register of Shareholders as the holder/holders of the Shares issued in relation to this application. VIII. I/We hereby acknowledge that the Company, the Custodian and the Administrator reserve the right to seek evidence of identity to comply with applicable money laundering regulations and taxation of savings regulations. In the case of delay or failure to provide documentation and information as required, no redemption offers shall be processed. IX. I/We hereby indemnify the Company, the Custodian and the Administrator and agree to keep each of them indemnified in the absence of wilful default, negligence or fraud by such persons, against any direct loss accruing as a result of any failure to process this application, if the information required by any of them has not been provided by me/us. X. For the purposes of the indemnities given under section 8 II, VI, and IX of this Application Form, where the investor is a trustee acting on behalf of a pension scheme, the trustee s liability under such indemnities shall be limited to the assets of the relevant pension scheme from time to time. No liability will arise for the trustee of a pension scheme in its personal capacity in the absence of its wilful default, negligence or fraud. XI. XII. I/We declare that I am/we are over 18 years of age (only relevant to non-corporate investors). (In respect of joint applicants only) we direct that on the death of one of us the Shares for which we hereby apply to be held in the name of and to the order of the survivor or survivors of us or the executor or administrator of the last survivor. XIII. In signing this Application Form, I/we hereby consent to the Company and its delegates and its or their duly authorised agents and any of their respective related, associated or affiliated companies holding, using, disclosing and processing my data: (i) (ii) (iii) (iv) (v) (vi) to manage and administer my/our holding in the Company and any related accounts on an on-going basis; for any other specific purposes where I/we have given specific consent to do so; to carry out statistical analysis and market research; to comply with legal or regulatory requirements applicable to the Company or me; for disclosure or transfer whether in Ireland or anywhere in the world to third parties including regulatory bodies, tax authorities, auditors, technology providers, or to the Company and its delegates (in particular, the Investment Manager) and its or their duly appointed agents and any of their respective related, associated or affiliated companies only for the purposes specified above; for disclosure to the tax authorities in Ireland and in my/our country of residence in accordance with the EU Taxation of Savings Directive (2003/48/EC) and applicable local regulations. 7

8 I/We hereby acknowledge my/our right of access to and the right to amend and rectify my/our personal data, as provided herein. The Company is a data controller and will hold any personal information provided by me in confidence and in accordance with the Data Protection Act 1988 as amended by the Data Protection (Amendment) Act, I/We consent to the recording of telephone calls made to and received from me/us by the Company, its delegates, its duly appointed agents and any of their respective related, associated or affiliated companies for record keeping, security and/or training purposes. I/We consent to the sending by the Company of information about other investment services to me/us, by letter, telephone or other reasonable means of communication. Please tick this box if you do not wish to receive such communications: I/We acknowledge my/our right to object to the processing of my/our data for direct marketing purposes by written request to the Company free of charge. XIV. Indemnity I/We agree to indemnify and hold harmless the Company, the Investment Manager, the Sub-Investment Manager (if any), the Administrator, the Custodian and their respective directors, officers, employees, and agents against any loss, liability, cost or expense (including without limitation legal fees, taxes and interest) that may result directly or indirectly, from any breach of any representation, warranty, condition, covenant or agreement contained herein or in any other document delivered by me/us to the Company, the Investment Manager, the Sub-Investment Manager (if any), the Administrator or the Custodian. Each of the indemnified parties referred to in this undertaking is an intended third party beneficiary of this undertaking. XV. Declaration of Residence outside Ireland TO BE COMPLETED BY AN INVESTOR WHO IS NOT AN IRISH RESIDENT OR ORDINARILY RESIDENT IN IRELAND (SUCH TERMS ARE DEFINED IN THE PROSPECTUS). IF YOU ARE AN IRISH RESIDENT OR ORDINARILY RESIDENT IN IRELAND AND ARE A QUALIFYING INVESTOR WITHIN THE MEANING OF SECTION 739D(6) OF THE TAXES CONSOLIDATION ACT, 1997 PLEASE DELETE THE DECLARATIONS ON OWN BEHALF AND AS INTERMEDIARY AND CONTACT THE ADMINISTRATOR FOR A SEPARATE DECLARATION FORM SUITABLE TO YOU. Applicants resident outside Ireland are required by the Irish Revenue Commissioners to make the following declaration, which is in a format authorised by them, in order to receive payment without deduction of tax. It is important to note that this declaration, if it is then still correct, shall apply in respect of any subsequent acquisitions of Shares. Terms used in this declaration are defined in the Prospectus. (See heading Irish Taxation ). (Delete (a) or (b) below as appropriate) (a) Declaration on own behalf I/we* declare that I am/we are* applying for the Shares on my own/our own behalf/on behalf of a company* and that am/we are/the company* is entitled to the Shares in respect of which this declaration is made and that I am/we are/the company is* not currently Resident in Ireland nor Irish Ordinary Resident, and should I/we/the company* become Resident in Ireland I will/we will* so inform you, in writing, accordingly. *Delete as appropriate Or (b) Declaration as Intermediary I/we* declare that I am/we are* applying for Shares on behalf of persons: who will be beneficially entitled to the Shares; and, who, to the best of my/our* knowledge and belief, are neither Resident in Ireland nor Irish Ordinary Resident. I/we* also declare that: unless I/we* specifically notify you to the contrary at the time of application, all applications for Shares made by me/us* from the date of this application will be made on behalf of such persons; and, I/we* will inform you in writing if I/we* become aware that any person, on whose behalf I/we* hold shares/units, becomes Resident in Ireland. *Delete as appropriate 8

9 Authorised signatories (Declarants) Name Signature Capacity of authorised Date signatory Notes: i) Non-Resident declarations are subject to inspection by the Irish Revenue Commissioners and it is a criminal offence to make a false declaration. The Application Form including the non-resident declaration may also therefore be disclosed to the Irish Revenue Commissioners. ii) An Intermediary means a person who: Carries on a business which consists of, or includes, the receipt of payments, from an investment undertaking resident in the Republic of Ireland, on behalf of other persons; or holds shares in an investment undertaking on behalf of other persons. iii) To be valid, Application Forms (incorporating the declaration required by the Irish Revenue Commissioners) must be signed by each applicant. In the case of joint applicants, each must sign. In the case of a corporation and/or pension scheme, Application Forms should be signed by a duly authorised signatory provided that a certified copy of the authority authorising the signatory and an authenticated list of signatories accompanies this form. iv) If this Application Form (incorporating the declaration required by the Irish Revenue Commissioners) is signed under power of attorney, such power of attorney or a duly certified copy thereof must accompany it. APPLICANT SIGNATURE(S) The undersigned hereby accepts and agrees to be bound in full by the terms and conditions of this Application Form Before submitting this application form or any redemption request, investors should ensure that they have understood fully the entirety of the fees associated with an investment in or redemption from the relevant Sub- Fund(s) of the Company which may include but are not limited to a subscription fee, anti-dilution levy and/or annual investment/sub-investment management fee (which may include a performance fee for certain classes), as appropriate. Please refer to the Prospectus for full details of such fees. Authorised signatories (Declarants) Name Signature Capacity of authorised Date signatory Notes: i) Copies of the Prospectus and the most recently published annual and semi-annual reports of the Company are freely available from the Administrator, George s Quay House, 43 Townsend Street, Dublin 2, Ireland. ii) iii) iv) The Company is regulated in Ireland by the Central Bank of Ireland. If payment in full in cleared funds for a subscription has not been received by the time for receipt of such monies, or in the event of non-clearance, any allotment of Participating Shares shall be cancelled. Notwithstanding cancellation of the application, the Directors may charge the applicant for any expenses incurred by them or the Company for any loss to the Company arising out of such non-receipt or non-clearance. No share certificates will be issued Po Box 533, Level 3 (North), St Julian s Court, 9 St Peter Port, Guernsey, GY1 6EY T: F: Odey Wealth Management (C.I.) Limited is Licensed by the Guernsey Financial Services Commission. Registered in Guernsey Registered office as above.. A list of directors is available on request