The Airlie Share Fund Application Form for Individual / Joint Investor / Sole Trader / Individual Trustee This Application Form forms part of the Information Memorandum for The Airlie Share Fund (Fund). The Fund is open to investments from wholesale clients as defined in section 761G(7) of the Corporations Act 2001, sophisticated investors as defined in section 761GA of the Act, or New Zealand Eligible Investors as defined by the laws of New Zealand; ADDITIONAL INVESTMENTS For Additional Applications please complete Section 1 Investment Details and Section 3 Declaration of the Investor and Anti Money Laundering Section; these may be faxed to RBC Investor Services Registry Operations. NEW INVESTMENT For all Initial Applications, please complete Section 1 Investor Details and Anti Money Laundering Section, Section 2 Identification Documents and Section 3 Declaration in this Application Form. Lodging your application Please forward the completed sections and the required certified identification evidence from Section 2: Identification Documents to the Fund Administrator: Attention: RBC Investor Services Registry Operations GPO Box 4537 MELBOURNE VIC 3001 Making your investment Your minimum initial investment of $500,000 can be made via cheque or electronic funds transfer (EFT) only. If you elect to EFT, please quote the Name of Investor (as it appears in Section 1 of this form) as the transaction reference so that we may match your bank deposit to your Application Form. An application is not considered complete until both the completed Application Form and funds have been received by the Fund Administrator. Once the Administrator has received your Application Form, you will be provided with an account number. This number is to be quoted on all future correspondence and transactions. EFT TRANSACTIONS Please use the following bank account clearly quoting the Name of Investor as it appears in Section 1 of this form Account name: RBC Investor Services Trust ACF Airlie Funds Mgmt Pty LTD BSB: 012 003 Account number: 836 183 628 Transaction reference <Name of Investor> CHEQUE TRANSACTIONS Cheques should be made payable to RBC Investor Services Trust ACF Airlie Funds Mgmt Pty Ltd Apps A/C <Name of Investor> Airlie Funds Management Pty Ltd and the Administrator reserve the right to request more Anti Money Laundering/Know Your Client (AML/KYC) information should it be required. Cut off time for all applications and redemptions is 3pm daily Attention: RBC Investor Services Registry Operations Fax: +61 2 8262 5492. Your minimum additional investment amount of $50,000 can be made via EFT or cheque. Please quote your account number when making all investments. An additional investment application is not considered complete until both the completed Application Form and funds have been received by the Administrator. APPLICATION CONDITIONS Please note: cash deposits are not accepted for trust investors, only the trustee has obligations and rights under the Fund joint applications will be assumed to be joint tenants (that is, the survivor(s) will be recognised as holding title to the interest of the deceased joint investor), unless you specify otherwise if signed under power of attorney: the attorney certifies that he or she has not received notice of revocation of the power the power of attorney, or a certified copy, must be sent to the Administrator The Trustee has absolute discretion to accept, reject or limit any application AUTHORISED SIGNATORIES If no amendments have been made, the authorised signatories to your investment are the individuals who signed the initial investment application form. You can add authorised signatories or change the authorised signatories by written request signed by all existing authorised signatories and all new authorised signatories. JOINT INVESTORS For joint investors, unless otherwise specified, we will assume that any investor has the signing authority for the other investor(s) for all future transactions and written changes including: address bank account details additional investments distributions withdrawals This Application Form forms part of the Information Memorandum for The Airlie Share Fund. You must read the Information Memorandum before completing this Application Form. All terms not defined in this Application Form but defined in the Information Memorandum will have the meaning in the Information Memorandum. Airlie Funds Management Pty Limited has absolute discretion to accept or reject any application. It is not compulsory to provide your TFN. However, without your TFN or exception information, withholding tax will be deducted from your distributions at the highest marginal rate (plus Medicate levy). Privacy Collection Notice Under the Privacy Act (the Act) we at Airlie Funds Management are required to provide you with certain information as to how we protect your privacy and how we comply with the requirements of the Act and the 13 Australian Privacy Principles (APP s). This information is set out in our Privacy Policy which is available on our public website at (www.airliefm.com.au) and also available upon request in hard copy from our business office. Our Privacy Policy describes who we collect information from; how you can gain access to your personal information and seek its correction; the types of personal information collected and held by us; how you may complain or inquire about our collection, handling, use or disclosure how this information is collected and held; of your personal information and how that complaint or inquiry will be handled; the purposes for which your personal information is collected, held, used and and disclosed; whether we are likely to disclose your personal information to any overseas recipients. We recommend that you read our Privacy Policy and if you have any queries about its contents, you can contact our Privacy Officer at privacy@airliefm.com.au. 1
Investor Details and Anti Money Laundering Section Section 1- Investment Details Initial investment Additional Investment Complete this section and proceed to Section 1A Application Details Complete this section and proceed to Section 3 - Declaration This application is for The Airlie Share Fund Are you an existing investor? No Yes, account number Investor name Phone number Email address Postal address Is this application for an: or Initial Investment of $ (Note: minimum $500,000) Additional Investment of $ (Note: minimum $50,000) Distributions I/we elect to receive distributions by: Distribution reinvestment Pay to bank account (below) For initial applications, if no election is made, distributions will be automatically reinvested in additional units in the same fund. For additional applications, if no election is made, your current distribution method will remain unchanged. If you wish to change your election, you must notify the Fund Administrator in writing at least 15 days prior to the next distribution payment date. Bank account details Please list below the bank account from which the electronic transfer of funds will be made. The bank account must be in the name of the investor. Distribution payments and Redemption proceeds will be paid into this bank account. BSB: Account Number: Account Name: Name of Bank: Branch Address: Banking Information Please note that in cases where the bank account is not in the same name as the investor as indicated above, documentary information must be provided detailing the reason for, and background to, such as third party payment request. Payments that do not originate from an account in the name of the investor, are subject to an approval process. Please note that supporting documentation on the relationship between the third party and investor must be provided. Should this not be to the satisfaction of the Administrator and Trustee, the funds will be returned to the remitting party. Additionally, as part of our compliance with AML Law, we require detailed verification of the investor's identity and the source of the payment of the application money. 2
not required for individual trustee or partner 3 Section 1A - Application Details Please indicate who is making the investment. If there are more than two investors, please photocopy and complete this page and Section 3 Declaration, and forward with application form. Existing investors need only complete this section if they wish to change any details they have previously provided. INVESTOR A SOLE TRADER INDIVIDUAL TRUSTEE Full Name Title (Mr/Mrs/Miss/Ms/other) Date of Birth / / TFN or Exemption Code Country of residence for tax purposes* Full business / trust name (if sole trader or individual trustee) ABN (if sole trader) Residential address (not PO box) Suburb Postcode State Country Daytime phone number Principal place of business (if sole trader) Suburb Postcode State Country INVESTOR B INDIVIDUAL TRUSTEE B Full Name Title (Mr/Mrs/Miss/Ms/other) Date of Birth / / TFN or Exemption Code* Country of residence for tax purposes* Residential address same as Investor A Yes No, please complete the following details Residential address (if different from Investor A, not PO box) Suburb Postcode State Country Daytime phone number For joint Applicants, please indicate authorisation required for transactions in respect of the investment. If no election is made, Either to sign will be assumed. Either to sign Both to sign
SECTION 1B Authorised Representative of Investor If completing SECTION 1B Authorised Representative of Investor, you must also complete SECTION 1A Application Details, unless you are an existing investor, in which case you must provide your account number. Would you like to appoint an authorised representative? No, please proceed to section 2 Yes, please complete the following details Are you an existing investor? No, I have completed section 1A Yes, account number I/We have appointed the person(s) named below as my/our authorised representative to operate the account. Full name of authorised representative Authorised representative s company name (if any) Licence Number or authorised representative number (if any) Contact Details of Authorised Representative: Phone Facsimile Email Postal Address (not PO Box) Suburb Postcode State Country Signature of investor(s) Signature of Authorised Representative Signature X Signature X Print Name Date Print Name Date 4
Section 2 - Identification Documents - ALL NEW INVESTORS To comply with our obligations under AML Law, we must collect certain information, supported by original or certified copies 1 of relevant documents 2, about each investor. Documents written in a language other than English must be accompanied by an English translation prepared by an accredited translator. In order to verify the signature(s) on the Application Form, as well as the authority for all future requests, please provide a certified copy of your passport or drivers licence. Section 2A - INDIVIDUAL/JOINT INVESTORS/ SOLE TRADER/ INDIVIDUAL TRUSTEE*/ PARTNERS*/AGENTS OF INVESTOR Please provide us a certified copy of a document from Part I, or if you do not own a document from Part I, certified copies of documents from Part II or III for each investor. *You only need to provide the relevant documents set out in this Section 2A if you are a new investor. PART I Provide a certified copy of ONE document from this section Current Australian driver's licence containing your photograph and date of birth Australian passport (a passport that has expired within the past 2 years is acceptable) Foreign passport or similar travel document containing your photograph and signature Current card issued by an Australian State or Territory for the purpose of proving your age containing your photograph and date of birth PART II - Australian investor (should only be provided if you do not own a document from Part I) Provide a certified copy of ONE document from this section Australian birth certificate Australian citizenship certificate Pension card issued by Centrelink Health card issued by Centrelink AND a certified copy of ONE document from this section A notice, showing your name and residential address, issued by the Commonwealth or a State or Territory within the past 12 months that records the provision of financial benefits to you A notice, showing your name and residential address, issued by the Australian Taxation Office within the past 12 months that records a debt payable by you A notice, showing your name and residential address, issued by a local government body or utilities provider (e.g. rates notice or electricity bill) within the past 3 months which records the provision of services to you If you are under age 18: a notice, showing your name and your residential address, issued by a school principal within the past 3 months which records the period of time that you attended at that school 1 Refer to Section 3 for details about obtaining certified copies. 2 Original or certified documents will not be returned. 5
PART III - Foreign investor (Should only be provided if you do not own a document from Part 1) Provide a certified copy of BOTH documents from this section Foreign driver's licence containing your photograph and date of birth Foreign passport or National ID card issued by a foreign government containing your photograph and signature Section 2B Agent of Investor Provide BOTH documents from this section Evidence of the agent's authority to act on behalf of the Investor (e.g. signed letter, power of attorney) The relevant documents set out in section 2A in respect of the Agent (if individual agent appointed) or in respect of the verifying officer (if verifying officer appointed) AND document from this section if verifying officer appointed Written evidence of the Investor's authorisation of the verifying officer to act as a verifying officer 6
Section 3 - Declaration I/we request you to issue the Units applied for and authorise you to register the applicant(s) as the holder(s) of the Units. I/we declare that the execution of this Application Form by me/us constitutes a representation by me/us that: o I/we read and understood Information Memorandum for The Airlie Share Fund (Fund) dated 22 October 2012; o this Application Form was detached from an Information Memorandum for the Fund; o upon allotment of Units in the Fund, I/we agree to be bound by the terms of the Information Memorandum and the Constitution of the Fund, as amended from time to time; o I/we understand that neither the repayment of capital nor the performance of the Fund is guaranteed by any person, including Airlie Funds Management Pty Limited; o I am/we are (a) wholesale client(s) as defined in sections 761G(7) or (a) sophisticated investor(s) as defined in section 761GA of the Act or (a) NZ Eligible Investor; o the details given in this Application Form are true and correct and that I/we have the legal power to invest in accordance with this Application Form; o I/we authorise Airlie Funds Management Pty Limited to apply the TFN or ABN provided in this Application Form and authorise it to be applied to all future applications and redemptions for Units in the Fund, including reinvestments, unless I/we advise Airlie Funds Management Pty Limited otherwise; o I/we have read the section of the Information Memorandum titled "Personal Information" and agree that Airlie Funds Management Pty Limited may collect, use disclose and handle personal information in the manner set out in that section; o I/we agree to indemnify Airlie Funds Management Pty Limited, as trustee of the Fund and any of its related bodies corporate against any loss, liability, damage, claim, cost or expense incurred as a result, directly or indirectly, of any of these declarations proving to be untrue or incorrect; o in the case of joint applications, the joint applicants agree that the Units will be held as joint tenants and either investor is able to operate the account and bind the other investor for future transactions, including additional deposits and redemptions; and o I/We agree to give further information or personal details to Airlie Funds Management Pty Limited if required to meet its obligations under AML Laws or taxation legislation. Signature by individual / joint applicant / individual trustee Signature X Signature X Print Name Date Print Name Date Please send a copy of my statements to Name Postal address Email address Name Postal address Email address Relationship (e.g financial adviser, accountant) Relationship (e.g financial adviser, accountant) 7
Section 4 - Certified Copy of an Original Document Certified copy means a document that has been certified as a true copy of an original document by one of the persons described in the sub-paragraphs below. Certified extract means an extract that has been certified as a true copy of some of the information contained in a complete original document by one of the persons described in the sub-paragraphs below. The certifier should sign the copy (printing his/her name underneath) and clearly indicate his/her position or capacity, and include a contact address and phone number. The certifier must indicate that the document is a true copy of the original document. People who can certify documents or extracts are: A person who, under a law in force in a State or Territory, is currently licensed or registered to practice the following occupations: o Chiropractor; o Dentist; o Legal practitioner; o Medical practitioner; o Nurse; o Optometrist; o Patent/Trademarks attorney; o Pharmacist; o Physiotherapist; o Psychologist; and o Veterinary surgeon. a lawyer - a person who is enrolled on the roll of the Supreme Court of a State or Territory, or High Court of Australia, as a legal practitioner (however described); a person listed in Part 2 of Schedule 2 of the Statutory Declarations Regulations 1993, which includes but not limited to: o a judge of a court; o a magistrate; o a chief executive officer of a Commonwealth court; o a registrar or deputy registrar of a court; o a Justice of the Peace; o a notary public (for the purposes of the Statutory Declaration Regulations 1993); o a police officer; o a postal agent - an agent of the Australian Postal Corporation who is in charge of an office supplying postal services to the public; o the post office - an permanent employee of The Australian Postal Corporation with 2 or more years of continuous service who is employed in an office supplying postal services to the public; o an Australian consular officer or an Australian diplomatic officer (within the meaning of the Consular Fees Act 1955); o an officer at a bank, building society, credit union or finance company with 2 or more continuous years of service with one or more financial institutions (for the purposes of the Statutory Declaration Regulations 1993); o a member of the Institute of Chartered Accountants in Australia, the Australian Society of Certified Practising Accountants or the National Institute of Accountants; and o a teacher employed on a full-time basis at a school or tertiary education institution. an officer with, or authorised representative of, a holder of an Australian financial services licence, having 2 or more continuous years of service with one or more licensees. 8