Master Prospectus
Transcription
Master Prospectus
FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus KAF Money Market Fund KAF Jade Fund KAF Bond Fund MANAGER KAF Fund Management Sdn Bhd (43811-W) TRUSTEE HSBC (Malaysia) Trustee Berhad (001281-T) This Master Prospectus is dated 19 November 2009 and expires on 18 November 2010. The Kaf Money Market Fund, The Kaf Jade Fund And The Kaf Bond Fund Have Been Constituted By Way Of A Master Deed Entered Into Between The Manager And The Trustee On 26 July 2006 INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE CONTENTS OF THIS MASTER PROSPECTUS. IF IN DOUBT, PLEASE CONSULT A PROFESSIONAL ADVISER. FOR INFORMATION CONCERNING CERTAIN RISK FACTORS WHICH SHOULD BE CONSIDERED BY THE PROSPECTIVE INVESTORS, SEE “RISK FACTORS” COMMENCING ON PAGE 14 Master Prospectus 2009 1 Message from the CEO Dear Investors, Thank you for expressing your interest in our KAF Money Market Fund, KAF Jade Fund and KAF Bond Fund (“the Funds”). In order to understand how our Funds work, please refer to pages 5-8 under the Key Data section where you can find the main features of the Funds (e.g. the Fund objectives and the investment policies and strategies). We offer a wide range of Funds to cater to different investors needs and it is best that you understand how each of the Funds work and whether they are suitable for you before making a decision to invest. You may also refer to page 6 “Investors Profile” under the Key Data section to assess whether a particular Fund is suitable for your needs. All investments carry risks. The risk profile of a particular Fund will very much depend on the underlying investments of the Fund. Please refer to page 6 under the Key Data section for a better understanding of the principal risks of investing in our Funds. You may be subjected to direct (sales charge, switching fee, transfer fee and bank commission payable during cheque clearing) and indirect (management fee, trustee fee and other permitted expenses) charges and fees when investing in the Funds. Please refer to page 6 under the Key Data section for further details. If you are interested in purchasing Units of any of the Funds in this Master Prospectus, or if you have any queries or require further information, please contact our office at 603-21688998 or email us at [email protected]. Alternatively, you may contact any of our distributors, the list of which may be found at page 42 of this Master Prospectus. We look forward to being of service to you. Best wishes, Chief Executive Officer Thariq Usman Ahmad FUND MANAGEMENT SDN BHD (43811-W) 2 Master Prospectus 2009 RESPONSIBILITY STATEMENTS This Master Prospectus has been reviewed and approved by the directors of KAF Fund Management Sdn Bhd and they collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable inquiries, 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 Master Prospectus false or misleading. STATEMENTS OF DISCLAIMER The Securities Commission has approved the issue of, offer for subscription or purchase, or issue an invitation to subscribe for or purchase units of the unit trust funds and a copy of this Master Prospectus has been registered with the Securities Commission. The approval, and registration of this Master Prospectus, should not be taken to indicate that the Securities Commission recommends the Funds or assume responsibility for the correctness of any statement made or opinion or expert expressed in this Master Prospectus. The Securities Commission is not liable for any non-disclosure on the part of the management company responsible for the Funds and take no responsibility for the contents in this Master Prospectus. The Securities Commission makes no representation on the accuracy or completeness of this Master 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 THEIR PROFESSIONAL ADVISERS IMMEDIATELY. No units will be issued or sold based on this Master Prospectus later than one (1) year after the date of this Master Prospectus. Investors are advised to note that recourse for false or misleading statements or acts made in connection with the Master Prospectus is directly available through sections 248, 249 and 357 of the Capital Markets and Services Act 2007. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 3 CONTENTS Section 1 2 3 4 4.1 4.2 5 5.1 5.1.1 5.1.2 5.1.3 5.1.4 5.1.5 5.1.6 5.2 5.2.1 5.2.2 5.2.3 5.2.4 5.2.5 5.2.6 5.3 5.3.1 5.3.2 5.3.3 5.3.4 5.3.5 5.3.6 5.4 5.5 5.6 5.7 5.8 6 6.1 6.1.1 6.1.2 6.1.3 6.1.4 6.1.5 6.1.6 6.2 6.2.1 Pages Corporate Directory Glossary Key Data Risk Factors General Risks Specific Risks of Investing in the Funds Fund Details KAF Money Market Fund Investment Policies & Strategies Objective Asset Allocation Investment Strategy Principal Risks of the Fund Benchmark Distribution Policy KAF Jade Fund Investment Policies & Strategies Objective Asset Allocation Investment Strategy Principal Risks of the Fund Benchmark Distribution Policy KAF Bond Fund Investment Policies & Strategies Objective Asset Allocation Investment Strategy Principal Risks of the Fund Benchmark Distribution Policy General Risk Management Permitted Investment Investment Restrictions and Limits Valuation of Assets Policy on Gearing and Minimum Liquid Assets Requirements Funds Performance KAF Money Market Fund Average Total Return Annual Total Return Fund Performance Distribution History Portfolio Turnover Ratio Asset Allocation KAF Jade Fund Average Total Return 6 8 10 14 14 15 16 16 16 16 16 16 16 17 17 17 17 17 17 17 17 18 18 18 18 18 18 18 19 19 19 19 19 22 24 25 26 26 26 26 26 26 26 26 27 27 FUND MANAGEMENT SDN BHD (43811-W) 4 Master Prospectus 2009 Section 6.2.2 6.2.3 6.2.4 6.2.5 6.2.6 6.3 6.3.1 6.3.2 6.3.3 6.3.4 6.3.5 6.3.6 7 7.1 7.1.1 7.1.2 7.1.3 7.2 7.2.1 7.2.2 7.2.3 7.3 7.3.1 7.3.2 7.3.3 8 8.1 8.2 8.3 8.4 8.5 8.6 8.7 8.8 8.9 9 9.1 9.2 9.3 9.4 9.5 9.6 9.7 9.8 9.9 9.10 9.11 9.12 9.13 9.14 9.15 Pages Annual Total Return Fund Performance Distribution History Portfolio Turnover Ratio Asset Allocation KAF Bond Fund Average Total Return Annual Total Return Fund Performance Distribution History Portfolio Turnover Ratio Asset Allocation Financial Highlight of the Funds KAF Money Market Fund Financial Statement of the Fund Total Annual Expenses of the Fund Management Expense Ratio KAF Jade Fund Financial Statement of the Fund Total Annual Expenses of the Fund Management Expense Ratio KAF Bond Fund Financial Statement of the Fund Total Annual Expenses of the Fund Management Expense Ratio Fees, Charges and Expenses Sales Charge Repurchase Charge Transfer Fee Switching Fee Management Fee Trustee Fee Administrative Fee Policy on Stockbroking Rebates and Soft Commissions Distribution Reinvestment Option Sale and Purchase of Units Computation of NAV Pricing of Units Sale of Units Repurchase of Units Payment of Repurchase Proceeds Repurchase Frequency and Minimum Units Repurchased Cooling-Off Period Transfer of Ownership of Units Switching Facility Minimum Initial Investment Minimum Additional Investment Minimum Holdings Where To Purchase and Redeem Unclaimed Distributions Policy Unclaimed Moneys Policy FUND MANAGEMENT SDN BHD (43811-W) 27 27 27 27 27 28 28 28 28 28 28 28 30 30 30 31 31 32 32 33 33 34 34 35 35 36 36 36 36 36 36 36 37 37 37 38 38 38 40 40 40 40 40 41 41 41 41 41 41 42 42 Master Prospectus 2009 Section 9.16 10 11 11.1 11.2 11.3 11.4 11.5 11.6 11.7 11.8 11.9 12 12.1 12.2 12.3 12.4 12.5 12.6 12.7 12.8 13 13.1 13.1.1 13.1.2 13.2 13.3 13.3.1 13.3.2 13.3.3 13.3.4 13.4 13.5 13.6 13.7 13.8 13.9 13.10 13.11 13.12 13.13 14 15 16 17 18 19 20 5 Pages Anti Money Laundering Policies and Procedures Client Communication The Management Company The Management Company (The Manager) Role of the Manager Financial Position Role of Directors Board of Directors Role of Investment Committee The Management Team Manager’s Delegate Material Litigation The Trustee Financial Position Experience of Trustee Business Board of Directors Profile of Key Personnel Duties and Responsibilities of the Trustee Trustee’s Statement of Responsibility Material Litigation Trustee’s Delegate Salient Terms of the Deeds Rights and Liabilities as a Unit Holder Rights of Unit Holders Liabilities of Unit Holders Maximum Fees and Charges Permitted Procedures to Increase the Direct and Indirect Fees and Charges Sales Charge Repurchase Fee Annual Management Fee Annual Trustee Fee Permitted Expenses The Manager’s Right To Retire The Manager’s Powers To Remove/Replace Trustee Trustee’s Right To Retire Power of Trustee To Remove/Replace the Manager Termination of the Fund Meetings of Unit Holders Quorum Required for Convening a Unit Holders Meeting Unit Holders Meeting Convened by Unit Holders Unit Holders Meeting Convened by Manager or Trustee Conflict Of Interest Approvals and Conditions Taxation of the Funds Consents Documents Available for Inspection Unit Trust Loan Financing Risk Disclosure Statement Directors’ Declaration 42 43 44 44 44 44 44 45 46 47 47 47 48 48 48 48 49 50 50 50 50 51 51 51 51 51 52 52 52 52 53 53 54 54 55 55 55 56 57 57 57 58 59 60 63 64 65 66 FUND MANAGEMENT SDN BHD (43811-W) 6 1. Master Prospectus 2009 C O R P O R AT E D I R E C TORY The Manager : KAF Fund Management Sdn Bhd (43811-W) Registered Office : Level 14, Chulan Tower No. 3 Jalan Conlay, 50450 Kuala Lumpur Tel: (603) 2168 8998 Fax: (603) 2168 8986 Business Address : Level 13, Chulan Tower No. 3 Jalan Conlay, 50450 Kuala Lumpur Tel: (603) 2168 8998 Fax: (603) 2168 8986 E-Mail : [email protected] Manager's Delegate (Fund Accounting function) : : HSBC (Malaysia) Trustee Bhd (001281-T) Suite 901 9th Floor, Wisma Hamzah-Kwong Hing, No. 1, Leboh Ampang, 50100 Kuala Lumpur The Trustee Registered Office & Business Address : : : HSBC (Malaysia) Trustee Berhad(001281-T) Suite 901, 9th Floor, Wisma Hamzah-Kwong Hing, No. 1, Leboh Ampang, 50100 Kuala Lumpur Tel No: 03-2074 3200 Fax No: 03-2078 0145 Trustee's Delegate (Foreign) : HSBC Institutional Trust Services (Asia) Limited 6th Floor, Tower One, HSBC Centre 1, Sham Mong Road, Kowloon, Hong Kong Trustee's Delegate (Local) : The Hongkong and Shanghai Banking Corporation Limited (as Custodian) and assets held through HSBC Nominees (Tempatan) Sdn Bhd (258854-D) No. 2, Leboh Ampang, 50100 Kuala Lumpur The Manager's Board of Directors : YM Raja Dato’ Mufik Affandi bin Raja Khalid Datuk Khatijah bte Ahmad Dato’ Norraesah bte Haji Mohamad (Independent) Thariq Usman bin Ahmad Zulkifli bin Ishak Abdul Rahim bin Ismail (Independent) Investment Committee Members : Datuk Khatijah bte Ahmad Thariq Usman bin Ahmad Chehan Prasana Richard Perera Wong Schuen Siang Aamir Varcie (Independent) FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 Secretary : Roslalaili Binti Sulaiman (MIA 23996) Siti Nurmazita Binti Mustapha (LS0009160) Banker : HSBC Bank Malaysia Berhad No. 2, Leboh Ampang, 50100 Kuala Lumpur Reporting Accountants and Auditors : KPMG Level 10, KPMG Tower 8, First Avenue, Bandar Utama 47800 Petaling Jaya Tax Advisers : KPMG Level 10, KPMG Tower 8, First Avenue, Bandar Utama 47800 Petaling Jaya Solicitors : Raja, Darryl & Loh 18th Floor, Wisma Sime Darby Jalan Raja Laut 50350 Kuala Lumpur Federation of Malaysian Unit Trust Managers (FMUTM) : Federation of Malaysian Unit Trust Managers 19-07-3, 7th Floor, PNB Damansara 19, Lorong Dungun, Damansara Heights, 50490 Kuala Lumpur Tel: (603) 2093 2600 Fax: (603) 2093 2700 Email: [email protected] Website: www.fmutm.com.my Agents (if any) : Registered Agents of KAF Fund Management Sdn Bhd Other Approved Institutional Unit Trusts Agents (as and when appointed by the Manager) 7 FUND MANAGEMENT SDN BHD (43811-W) 8 Master Prospectus 2009 2 G L O S S A RY the Act The Capital Markets and Services Act 2007. Assets of the Fund A unit trust's holdings, which may include shares, bank deposits, bonds, cash and all amounts due to the Fund. Bursa Malaysia The stock exchange managed and operated by Bursa Malaysia Securities Berhad. Business Day A day on which the Bursa Malaysia is open for trading. Buying/Repurchase Price The Price at which the Manager buys back or repurchases Units from Unit Holders. Cooling – off Period The period of 6 Business Days from the date of receipt by the Manager of an application for Units during which an investor has the right to obtain a refund of his investment in the Funds if he so requests. Such right is given only to an investor, other than a corporation, staff and agents of the Manager, who is investing in any unit trust fund managed by the Manager for the first time. Deed The Master Deed entered into between the Manager and the Trustee dated 26 July 2006 as amended by the Supplemental Master Deed dated 13 September 2007 and the Second Supplemental Master Deed dated 4 November 2008 and the Third Supplemental Master Deed dated 27 October 2009 Eligible Market A market that is regulated by a regulatory authority, operates regularly, is open to the public and has adequate liquidity for the purposes of the Fund in question. Fund The KAF Money Market Fund or the KAF Jade Fund or the KAF Bond Fund referred to individually. Funds The KAF Money Market, Jade and Bond Funds referred to collectively. Guidelines Means the Guidelines on Unit Trust Funds issued by the SC as amended from time to time. KBF The KAF Bond Fund KJF The KAF Jade Fund KMMF The KAF Money Market Fund Long-term A period of more than 5 years. Medium-term A period between 3 to 5 years. Management Company or Manager or KFM KAF Fund Management Sdn Bhd Minimum Holding At any one point in time, the minimum number or value of Units of a particular Fund which must be held by a Unit Holder in order for the account of the Unit Holder to be maintained with the Manager. Net Asset Value (NAV) The NAV of the Fund 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. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 9 NAV per Unit At a particular point in time, the NAV of the Fund at that point in time divided by the total number of units in circulation at the same point in time. SC The Securities Commission of Malaysia established under the Securities Commission Act 1993. Selling Price The price at which the Manager sells Units to Unit Holders. Short-term. A period of less than 2 years. The Act the Capital Markets and Services Act 2007 including all amendments thereto all regulations, rules and guidelines issued in connection therewith. The Trustee HSBC (Malaysia) Trustee Berhad. Units In respect of each of the Funds, is a measurement of the right or interest of a Unit Holder in a Fund and means a Unit of a Fund. Units in Circulation In relation to a Fund, means Units of that Fund created and fully paid for and which have not been cancelled in accordance with the Deed. Unit Holders The person registered as the holder of Units including persons jointly registered. FUND MANAGEMENT SDN BHD (43811-W) 10 3. Master Prospectus 2009 K E Y D ATA THIS SECTION IS ONLY A SUMMARY OF THE SALIENT INFORMATION ABOUT THE FUND, INVESTORS SHOULD READ AND UNDERSTAND THE WHOLE PROSPECTUS BEFORE MAKING ANY INVESTMENT DECISIONS. Information on the Funds Fund Category Page KAF MONEY MARKET FUND KAF JADE FUND KAF BOND FUND Money Market Equity Bond/Fixed Income Income Growth Income Fund Type Approved Fund Size 2,000,000 Units Financial Year End Investment Objective 5,000,000 Units 31 August The Fund aims to generate regular income for Unit Holders by investing primarily in money market instruments The Fund aims to provide investors with capital appreciation by accessing the long term growth potential of stock markets in China and North Asia The Fund aims to provide a regular income stream by investing in medium to long term fixed income instruments. 16 17 18 Asset Allocation The Fund will invest primarily in high-quality short-term instruments with a minimum short-term credit rating of P1/MARC1 or long term rating of AA3/AAThe Fund will invest not less than 90% of its NAV in permitted investments with a remaining maturity period of not more than 365 days. FUND MANAGEMENT SDN BHD (43811-W) The Fund will invest up to 100% of its assets in China and North Asia related investments that may comprise of funds and equities. The Fund will invest up to 100% in bonds and other fixed income securities. 16 17 The Fund will only invest in securities with a minimum short-term credit rating of P2/MARC2 or long term rating of A3/A- 18 Master Prospectus 2009 Investment Strategy Performance Benchmark The Fund will invest in a diversified portfolio of short-term money market instruments in order to give an enhanced return on cash investments as an alternative to other short term investments such as savings and fixed deposits. The Fund aims to have up to 100% of its investments in China and North Asia related investments to benefit from the strong growth of the economies in that region. KL Inter-Bank Offered Rate (KLIBOR) – 1 month Hang Seng Index The Fund will be invested in a portfolio of China and North Asia investments consisting of collective investment schemes, equities and/or Malaysian equities which will focus on companies listed on the Bursa Malaysia doing significant business related to China and North Asia. The investment strategy adopted by the Fund will be based on the outlook of the economy, future interest rates and future yield curve. The tenure of the bonds and other fixed income securities will vary depending on the view of future yield curve. 16 RAM-Quant MGS Index (All Durations) 16 11 17 18 18 19 Investors’ Profile Investors with a low to medium risk appetite looking for a short-term investment with regular income and high liquidity. Investors with a medium to high risk profile looking for a mixture of capital gains and income over the medium to long term from some overseas exposure in China / North Asia. Investors with a low to medium risk profile seeking a steady income stream over the medium to long term. Principal Risks of Investing in the Fund Liquidity Risk Credit/Default Risk Interest Rate Risk Market Risk Specific Stock Risk Liquidity Risk Currency Risk Country Risk Liquidity Risk Interest Rate Risk Credit/Default Risk 16 17 20 FUND MANAGEMENT SDN BHD (43811-W) 13 Master Prospectus 2009 Frequency and Minimum Units Repurchased The minimum amount to be repurchased is 10 Units. There is no limit on frequency of redemptions. Time of Payment of Repurchase Proceeds The Business Day following the day the repurchase request is received by the Manager. The minimum amount to be repurchased is 10 Units. There is no limit on frequency of redemptions. The minimum amount to be repurchased is 100 Units. There is no limit on frequency of redemptions. Within 10 days of the day the repurchase request is received by the Manager. 40 40 Cooling-off Period The period of six (6) Business Days from the Manager's receipt of the application for Units. 40 Switching Facility Yes 41 Transfer Facility Yes 42 Distribution Policy Distribution Policy It is intended that the Fund will distribute income once every quarter of the year. Distribution of income will be incidental but the Fund will seek to distribute income once a year depending on the performance of the Fund. It is intended that the Fund will distribute income at least once a year 17 18 19 Other Information Deed(s) Master Deed dated 26 July 2006 Supplemental Master Deed dated 13 September 2007 Second Supplemental Master Deed dated 4 November 2008 Third Supplemental Master Deed dated 27 October 2009 The Manager or Management Company KAF Fund Management Sdn. Bhd 43 The Trustee HSBC (Malaysia) Trustee Berhad 48 Avenue for Advice You may contact our customer service. For more information please refer to page 40. There are fees and charges involved and investors are advised to consider the fees and charges before investing in the Funds. Unit prices and distributions payable, if any, may go down as well as up. Past performance of the Funds is not an indication of its future performance. Prospective Unit Holders should read and understand the contents of the Master Prospectus and, if necessary, should consult their adviser(s). For information concerning certain risk factors which should be considered by prospective investors, see “Risk Factors” commencing on page 14. FUND MANAGEMENT SDN BHD (43811-W) 14 4. Master Prospectus 2009 RISK FACTORS Prior to making an investment, prospective investors should consider the following risk factors carefully in addition to the other information set forth elsewhere in this Prospectus. Although the Manager seeks to minimize risks by investing in a diversified portfolio, investors should be warned that there are potential risks in investing in unit trusts. They include: 4.1 General Risks Market risk - Market risk cannot be eliminated by diversification. It stems from the fact that there are other economy-wide perils, which threaten all businesses. That is why investors are exposed to market uncertainties, that no matter how many stocks they hold, fluctuation in the market caused by uncertainties in the economy, political and social environment will affect the market price of unit trust funds. Specific stock risk - The value of individual stock is mainly determined by its potential growth in earnings, sound management etc. Failing to achieve the expected earnings would result in the stock price declining which in turn affects the performance of the unit trust. Fund management risk - The performance of any unit trust fund depends on the experience and expertise of the investment managers. Poor management of the unit trust may jeopardize its performance. Distribution risk - There is no guarantee on the investment returns or on the distribution to Unit Holders. Inflation risk - A unit trust fund is subject to the risk of an investor’s investment not growing proportionately to the inflation rate making the investor’s purchase power net of inflation fall over time. Currency risk - It is also known as foreign exchange risk. It is a risk associated with investments that are denominated in foreign currencies. When foreign currencies fluctuate in an unfavorable movements against Ringgit Malaysia, the investments will face currency losses in addition to the capital gains/losses. This will lead to a lower NAV of the Fund. Liquidity risk - It is a risk that the investment cannot be sold at or near its actual value without taking a significant discount. Loan financing risk - Investors should assess the inherent risk of investing with borrowed money which include risk of increase in interest rates, risk of inability to provide additional collateral should the unit prices fall. Credit/default risk - Credit risk refers to the possibility that the issuer of a security will not be able to make timely payments of interest on the coupon payment date or principal repayment on the maturity date. This may lead to a default in the payment of principal and interest and ultimately a fall in the value of unit trust funds. Interest rate risk - Bond prices move in the opposite direction with interest rates. Investors will suffer capital loss when interest rates rise, resulting in a fall in bond prices. Compliance risk - The risk that the Manager and others associated with the fund do not follow the rules set out in the fund’s constitution, or the law that governs the fund, or will act fraudulently or dishonestly. It also includes the risk that the Manager not complying with internal control procedures. The non-compliance may expose the fund to higher risks that may result a fall in the value of the unit trust funds. Country risk - The foreign investment of the Fund may be affected by risks specific to the country which it invests. Such risks include changes in country’s economic fundamentals, social and political stability, currency movements and foreign investment policies etc. These may have an adverse impact on the prices of securities of listed companies. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 15 4.2 Specific Risks of Investing in the Funds KAF Money Market Fund Liquidity risk - It is a risk that the investment cannot be sold at or near its actual value without taking a significant discount. Liquidity risk is managed by exercising prudence in the selection of investments. Interest rate risk – Interest rate risk refers to the effect of interest rate movements on the investments held by the Fund. Interest rate risk is managed by exercising prudence in the selection of investments, strict monitoring of those investments and ensuring sufficient diversification of the Fund’s investments. Credit/default risk - Credit risk refers to the possibility that the issuer of a security will not be able to make timely payments of interest on the coupon payment date or principal repayment on the maturity date. This may lead to a default in the payment of principal and interest and ultimately a fall in the value of unit trust funds. Managing credit risk involves diversification of the Fund’s investments. KAF Jade Fund Market risk - Market risk cannot be eliminated by diversification. It stems from the fact that there are other economy-wide perils, which threaten all businesses. That is why investors are exposed to market uncertainties, that no matter how many stocks they hold, fluctuation in the market caused by uncertainties in the economy, political and social environment will affect the market price of unit trust funds. Specific stock risk - The value of individual stock is mainly determined by its potential growth in earnings, sound management etc. Failing to achieve the expected earnings would result in the stock price declining which in turn affects the performance of the unit trust. Specific stock risk is managed by exercising prudence in stock selection. Liquidity risk - It is a risk that the investment cannot be sold at or near its actual value without taking a significant discount. Liquidity risk is managed by exercising prudence in the selection of investments. Currency risk - It is also known as foreign exchange risk. It is a risk associated with investments that are denominated in foreign currencies. When the foreign currencies fluctuate with unfavourable movements against Ringgit Malaysia, the investments will face currency losses in addition to the capital gains/losses. This will lead to a lower NAV of the Fund. Currency risk is managed by exercising prudence in the selection of investments, strict monitoring of those investments and ensuring sufficient diversification of the Fund’s investments. Country risk - The foreign investment of the Fund may be affected by risks specific to the country which it invests. Such risks include changes in country’s economic fundamentals, social and political stability, currency movements and foreign investment policies etc. These may have an adverse impact on the prices of securities of listed companies. Country risk is managed by exercising prudence in the selection of investments, strict monitoring of those investments and ensuring sufficient diversification of the Fund’s investments. KAF Bond Fund Liquidity risk - It is a risk that the investment cannot be sold at or near its actual value without taking a significant discount. Liquidity risk is managed by exercising prudence in the selection of investments. Interest rate risk – Interest rate risk refers to the effect of interest rate movements on the investments held by the Fund. Interest rate risk is managed by exercising prudence in the selection of investments, strict monitoring of those investments and ensuring sufficient diversification of the Fund’s investments. Credit/default risk - Credit risk refers to the possibility that the issuer of a security will not be able to make timely payments of interest on the coupon payment date or principal repayment on the maturity date. This may lead to a default in the payment of principal and interest and ultimately a fall in the value of unit trust funds. Managing credit risk involves diversification of the Fund’s investments. FUND MANAGEMENT SDN BHD (43811-W) 16 5. Master Prospectus 2009 FUNDS DETAILS THE KAF MONEY MARKET FUND 5.1 Investment Policies and Strategies 5.1.1 Objective The objective of the Fund is to generate regular income for investors in the form of distributions through investments primarily in the short-term money market instruments. This provides the Unit Holder with an investment vehicle that will provide the same levels of liquidity as a Savings Account which is held by the Unit Holder. Any change in objective will require Unit Holder Approval. 5.1.2 Asset Allocation Up to 100% invested in short-term money market instruments. The remainder being in cash deposits. This Fund will invest in a diversified portfolio of short-term money market instruments. Due to the nature of this Fund, its policy would be to hold only liquid money market instruments. This Fund will try to achieve its objective by investing primarily in high-quality short-term instruments with a minimum short-term local credit rating of P1/MARC1 or long-term credit rating of AA3/AA-. The value of the Fund’s holdings in permitted investments which have a remaining maturity period of not more than 365 days will be maintained at not less than 90% of the Fund’s NAV. Up to 10% of the Fund will be invested in permitted investments that have a maturity period of more than 365 days but less than 732 days. 5.1.3 Investment Strategy The Fund’s assets will be placed in deposits or invested in money market instruments such as treasury bills, Negotiable Certificates of deposits, Bankers Acceptances, repurchase agreement (repos) and promissory notes as well as short-term debentures maturing within 365 days with a minimum credit rating of P1/MARC1 or long term rating of AA3/AA-. The strategy is to invest in liquid, low risk short-term investments with a high degree of capital preservation. In the unlikely event of credit rating downgrading, the Manager reserves the right to deal with the security in the best interest of investors, bearing in mind that the instrument would mature in a few months time. 5.1.4 Principal Risks of the Fund • Liquidity risk • Interest rate risk • Credit/default risk Risk Management in response to adverse market conditions, economic or political conditions Risk is minimised by way of the nature of the Fund's investments, the Fund will invest mainly in Malaysian government, banked-backed and highly rated corporate securities. It is also restricted to investing a minimum of 90% of its assets into instruments that have a maturity of less than 365 days, this ensures a high level of liquidity for the Fund's holdings. In response to adverse conditions, market, economic, political or otherwise, the Manager may adjust the investment exposure of the fund and shift investments into other permitted investments as approved by the SC in order to maintain the Fund's objective of providing a regular income stream to investors. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 5.1.5 17 Benchmark The conventional 1 month interbank deposit rate at the Interbank Money Market in Kuala Lumpur, as can be found on the Bank Negara Malaysia website or any equivalent source. 5.1.6 Distribution Policy The Fund will aim to distribute income once every quarter of the year. Any income distribution will be paid within 21days from the distribution declaration date. “Investment in the fund is not the same as placing funds in a deposit with a financial institution. There are risks involved and investors should rely on their own evaluation to assess the merits and risks when investing in the fund. THE KAF JADE FUND 5.2 Investment Policies and Strategies 5.2.1 Objective The Fund aims to provide investors access to the long term growth potential of stock markets in China and North Asia. Any change in objective will require Unit Holder Approval. 5.2.2 Asset Allocation In order to meet its objectives, the Fund will invest up to 100% of its assets in China and North Asia related investments that may comprise of collective investment schemes and equities. 5.2.3 Investment Strategy The Fund will seek to meet its objectives by investing up to 100% of its assets into a mixture of collective investment schemes and equities. The Fund will be invested in a portfolio of China and North Asia investments consisting of collective investment schemes, equities and/or Malaysian equities which will focus on companies listed on the Bursa Malaysia doing significant business related to China and North Asia. Generally, companies and funds with reasonably good growth prospects over the medium to long-term are sought. In identifying such companies, the Fund relies on fundamental research where the financial health and industry growth prospects are considered. In the selection of funds, management process, quality and past track records will be the primary considerations 5.2.4 Principal Risks of the Fund • • • • • Market Risk Specific Stock Risk Liquidity Risk Currency Risk Country Risk FUND MANAGEMENT SDN BHD (43811-W) 18 Master Prospectus 2009 Risk Management in response to adverse market conditions, economic or political conditions Risk is minimized by way of the diversified nature of the Fund's investments, the Fund may invest in securities in Malaysia, China, Hong Kong and Taiwan. It is a balanced Fund that holds both equities and fixed income investments which have low correlation. In response to adverse conditions, market, economic, political or otherwise, the Manager may adjust the investment exposure of the fund and shift investments back to Malaysia if conditions are unfavorable overseas and vice versa. The Manager may also decide to alter the investments of the Fund and reduce equity exposure to protect the capital of the Fund and/or use Futures to hedge against adverse market conditions when deemed appropriate. A defensive stance can also be taken by investing in permitted investments that have low correlation to market movements. 5.2.5 Benchmark The Fund aims to consistently provide returns that equal or better that of the Hang Seng Index. 5.2.6 Distribution Policy Distribution of income will be incidental but the Fund will seek to distribute income once a year depending on the performance of the Fund. Any income distribution will be paid within 21 days from the distribution declaration date. THE KAF BOND FUND 5.3 Investment Policies and Strategies 5.3.1 Objective The Fund aims to provide investors with a steady income stream by investing in medium to long term fixed income instruments. Any change in objective will require Unit Holder Approval. 5.3.2 Asset Allocation The Fund will invest primarily in medium to longer-term government bonds, private debt securities and other fixed income securities. There will be no equity investment. In terms of asset allocation, the fund will be 80% invested in the above mentioned fixed income securities at most times. The balance will be held in cash deposits and shorter-term money market instruments. The Manager may take temporary defensive positions that may be inconsistent with the Fund’s principal strategy in attempting to respond to adverse market conditions, economic, political or any other conditions. Under such situations, a larger proportion of the Fund may be temporary invested in cash deposits and shorter term money market instruments. This will be the case if the view taken is that interest rates are set to rise sharply as instruments with shorter maturities suffer less capital loss that a longer term instrument in a rising interest rate environment. 5.3.3 Investment Strategy The Fund seeks to meet its objectives of producing a steady and recurring annual income stream with long-term capital growth by investing in a portfolio of fixed income securities such as sovereign bonds and corporate debt with the balance invested in money market instruments. As much as possible, the Fund will seek to maximise the return potential of the Fund by investing in corporate bonds that command higher yields than money market instruments. In doing so, the Fund will likely be exposed to the risks of adverse interest rate movements and corporate credit deterioration. On the other hand, should interest rates turn favourable i.e. fall, or corporate credit of the bond issues improve, then the Fund stands to benefit from the resultant capital gains. Nevertheless, the credit risks assumed are limited to the extent that any bond invested must have credit ratings of no lower than A3/A-. Notwithstanding, the exposures to the risk and return potentials need to be managed actively to achieve the risk-reward trade-off that is reasonable to the fund. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 5.3.4 19 Principal Risks of the Fund • Liquidity risk • Interest rate risk • Credit/default risk Risk Management in response to adverse market conditions, economic or political conditions While the Fund would normally hold a high exposure to bonds, should the need arise, due to adverse conditions, be they market, economic, political or otherwise; the Manager may pursue a strategy of lowering the Fund's bond holdings and shifting the investments to other permitted instruments as deemed appropriate. Other defensive strategies that the Manager may use to counter adverse conditions include:• To lengthen or shorten the average maturity or duration of the Fund's holdings, in anticipation of changing interest rates; • Selecting investments that carry ratings higher than the allowable minimum short-term credit rating of P2/MARC2 or long term rating of A3/A- to ensure the liquidity of the Fund's investments; and • Invest more of the Fund's holdings in bank or government guaranteed investments or investments that are secured against assets to mitigate default risks 5.3.5 Benchmark The benchmark will be the RAM-Quant MGS Index (All Durations) 5.3.6 Distribution Policy It is intended that the Fund will pay out distribution at least once a year. Any income distribution will be paid within 21 days from the distribution declaration date. 5.4 General Risk Management Proper risk management is ensured throughout the entire investment management process. Some of the general measures which the Manager will employ are: • Adhering to the Fund's investment objectives, policies and strategies of the funds. • Undertaking stringent evaluation of movements in market prices and regularly monitor, review and report to the Investment Committee to ensure that all the Fund's investment objectives are met. • Employing a stringent screening process by conducting fundamental analysis of economic, political and social factors to evaluate their likely effects on the performance of the markets and sectors. • Practicing prudent liquidity management in a timely and cost effective manner. • Determining effective asset allocations 5.5 Permitted Investments KAF Money Market Fund The Fund will invest primarily in short-term debentures, money market instruments and/or place deposits with financial institutions. 1. Fixed income securities traded in or under the rules of an Eligible Market; 2. Fixed Income securities issued by Bank Negara Malaysia, the Malaysian government and government related agencies such as Danamodal Nasional Berhad, Pengurusan Danaharta Nasional Berhad, Khazanah Nasional Berhad and Cagamas Berhad; 3. Issues guaranteed by the Government of Malaysia or Bank Negara Malaysia or any State Government in Malaysia; FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 21 5. Ringgit-denominated deposits and placement of money at call with any bank having Islamic Banking facilities; 6. Convertible loan stocks and exchangeable bonds traded on Eligible Markets; 7. Units or shares in other collective investment schemes; and 8. Any other form of investments as may be approved by the relevant authorities from time to time where necessary. i) Investment in Foreign Securities The investment of the Funds may consist of foreign securities traded in or under the rules of a recognized foreign market up to such amount as may be allowed by the relevant authorities. However, the exposure would be reviewed and reduced if the investment environment becomes unfavourable. Under such circumstances the Funds will invest in liquid assets and/or any other securities. ii) Investment in Unlisted Securities The Funds investments in unlisted securities shall not exceed 10% of the NAV of the Funds; the Manager will ensure that it has appropriate policies and procedures for the valuation of those unlisted securities. The Manager does not envisage making such investments, however, should the Manager decide to do so, the unlisted securities will be valued at fair value determined in good faith by the Manager, verified by the auditor of the Fund and approved by the Trustee. iii) Investment in other Collective Investment Schemes Investment of the Funds may consist of units or shares in other collective investment schemes (hereinafter referred to as “target schemes”). Investments in target schemes are subject to the following conditions: • investment in target schemes must be relevant and consistent with the objectives of the Funds; • investment of the target schemes must be in line with the general investment principles of the Guidelines; • the target scheme must be regulated and registered/authorised/approved by the relevant regulatory authority in its home jurisdictions; and • there must not be any cross holding between the Funds and the target scheme where they are managed by the same manager, or where the target scheme is managed and administered by any party related to the Manager or its delegate thereof. The Funds will only invest in target schemes should the target scheme be particularly appropriate based on its investment style, security, class of securities, market or geographic area. Unit Holders will also not be subject to any increase in overall fees and charges. FUND MANAGEMENT SDN BHD (43811-W) 22 5.6 Master Prospectus 2009 Investment Restrictions and Limits Subject to the Guidelines, the purchase of Permitted Investments stated earlier shall not contravene the following limits, unless otherwise revised by the SC from time to time: KAF Money Market Fund (a) The value of the Fund’s holding in permitted investments must not be less than 90% of the Fund’s NAV; (b) The value of the Fund’s holdings in permitted investments which have a remaining maturity period of not more than 365 days must not be less than 90% of the Fund’s NAV; (c) The value of the Fund’s holding in permitted investments which have a remaining maturity period of more than 365 days but fewer than 732 days must not exceed 10% of the Fund’s NAV; (d) The value of the Fund’s investments in debentures and money market instruments issued by any single issuer must not exceed 20% of the Fund’s NAV; (e) The value of the Fund’s investments in debentures and money market instruments issued by any single issuer may be increased to 30% if the debentures are rated by any domestic or global rating agency to be of the best quality and offer highest safety for timely payment of interest and principal; (f) The value of the Fund’s placement in deposits with any single licensed institution must not exceed 20% of the Fund’s NAV; (g) The value of the Fund’s investments in debentures and money market instruments issued by any group of companies must not exceed 30% of the Fund’s NAV; (h) The Fund’s investments in debentures must not exceed 20% of the securities issued by any single issuer; (i) The Fund’s investments in money market instruments must not exceed 20% of the instruments issued by any single issuer; (j) The Fund’s investment in collective investment schemes must not exceed 25% of the units/shares in any collective investment scheme; (k) There will be no restriction or limit for securities issued or guaranteed by the Malaysian Government or Bank Negara Malaysia; and (l) Liquid assets must be held in the form of cash, deposits with licensed institutions and/or other institutions licensed or approved to accept deposits, or any other instrument capable of being converted into cash within seven (7) days FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 23 KAF Jade Fund (a) The value of the Fund’s investment in unlisted securities must not exceed 10% of the Fund’s NAV. This limit however does not apply to securities that have been approved for listing and offered directly to the Fund; (b) The value of the Fund’s investments in ordinary shares issued by any single issuer must not exceed 10% of the Fund’s NAV; (c) The value of the Fund’s investment in transferable securities and money market instruments issued by any single issuer must not exceed 15% of the Fund’s NAV. The Manager has sought and received approval from the SC for this limit to be increased to 30% of the Funds NAV for the investment into the Credit Agricole Greater China Fund; (d) The value of the Fund’s placement in deposits with any single institution must not exceed 20% of the Fund’s NAV; (e) The Fund’s exposure from derivatives positions must not exceed the Fund’s NAV at all times; (f) The value of the Fund’s over-the-counter (OTC) derivative transaction with any single counter-party must not exceed 10% of the Fund’s NAV; (g) The aggregate value of the Fund’s investments in transferable securities, money market instruments, deposits and OTC issued by or placed with (as the case may be) any single issuer/institution must not exceed 25% of the Fund’s NAV; (h) The value of the Fund’s investments in units/shares of any collective investment scheme must not exceed 20% of the Fund’s NAV; (i) The value of the Fund’s investments in transferable securities and money market instruments issued by any group of companies must not exceed 20% of the Fund’s NAV; (j) The Fund’s investments in transferable securities must not exceed 10% of the securities issued by any single issuer; (k) The Fund’s investments in debentures must not exceed 20% of the debentures issued by any single issuer; (l) The Fund’s investments in money market instruments must not exceed 10% of the instruments issued by any single issuer; (m) The Fund’s investment in collective investment schemes must not exceed 25% of the unit/shares in any one collective investment scheme; and (n) There will be no restriction or limit for securities issued or guaranteed by the Malaysian Government or Bank Negara Malaysia. FUND MANAGEMENT SDN BHD (43811-W) 24 Master Prospectus 2009 KAF Bond Fund (a) The value of a bond/fixed income Fund’s investment in debentures issued by any single issuer must not exceed 20% of the Fund’s NAV; (b) The Fund is authorised to invest no more than 20% of the NAV of the Fund in the debentures issued by any single issuer. However, provided the debentures are of the best quality and are of the best quality and offer highest safety for timely payment of interest and principal as rated by any domestic or global rating agency, the Fund’s exposure to a single issuer may exceed 20% but must not exceed 30% of the Fund’s NAV; (c) The value of a bond/fixed income Fund’s investment in debentures issued by any one group of companies is not to exceed 30% of the NAV of the Fund; (d) The Fund’s investment in debentures must not exceed 20% of the debentures issued by any single issuer; (e) The Fund’s investment in collective investment schemes must not exceed 25% of the units/shares in any one collective investment scheme; and (f) There will be no restriction or limit for securities issued or guaranteed by the Malaysian Government or Bank Negara Malaysia. The above limits and restrictions must be complied with at all times based on the most up-to-date value of the Funds and value of the investments. However, under the Guidelines, a 5% allowance in excess of any limit or restriction may be permitted where the limit or restriction is breached through the appreciation or depreciation of the NAV of the respective Fund (whether as a result of an appreciation or depreciation in the value of the investments, or as a result of repurchase of Units or payment made from the respective Fund). The Manager will not make any further acquisitions to which the relevant limit is breached and the Manager should within reasonable period of not more than 3 months from the date of the breach take all necessary steps and actions to rectify the breach. 5.7 Valuation of Assets The method of valuation for the KAF Money Market Fund, KAF Jade Fund and KAF Bond Fund are as follows: • The Fund will value its investments on the basis prescribed in the Deed and the Guidelines on Unit Trust Funds. • Listed securities (including suspended counters), which are quoted on a stock exchange, valuation will be based on the last done market price of the securities which is the price at the end of a particular Business Day. Accordingly, investments of the Funds in listed securities which are quoted on the Bursa Malaysia will be valued as at 5:00 p.m. or such time as may be specified by the SC. In the case of newly subscribed issues e.g. rights and warrants which have not yet been traded, valuation shall be at cost. • Investments in unquoted securities (other than bonds and fixed income securities) will be valued based on methods deemed to be fair and reasonable that are acceptable to the Manager, verified by the Auditor and approved by the Trustee. The valuation will take into consideration the cost of the securities, the quoted prices or securities of comparable publicly traded companies, market conditions, the underlying collateral, financial data and projections of the company furnished to the Manager and such other factors as the Manager may deem relevant. • The valuation of each unit or share in any collective investment scheme will be based on the last published Net Asset Value per Unit or share of such collective investment scheme or, if unavailable, on the average of the last published buying price and the last published selling price of such unit or share (excluding any sales charge included in such selling price). FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 5.8 25 • Unquoted debt securities will be valued on a daily basis based on fair value prices quoted by a bond pricing agency (BPA) registered with the SC. If the Manager is of the view that the price quoted by the BPA for a specific bond differs from the market price by more than 20 basis points, the Manager may use the market price provided that the Manager adheres to the requirements as stipulated in the SC Guidelines. • Investment in foreign debt securities, either market value or in the absence of reliable market quotation, the average indicative price obtained from at least 3 independent dealers will be used. Valuation on foreign debt securities will be done on at least weekly basis. • Investment in futures contracts e.g. FTSE Bursa KLCI futures, Three-Month KLIBOR futures traded on Malaysian Derivatives Exchange will be “marked to market” at the end of each trading day. • Derivative type assets will be valued on a “marked to market” basis daily; provided by the issuers as a daily market valuation. In any event, the Manager shall ensure that the investment is at fair value as determined in good faith by the Manager. • Investments such as Banker Acceptance, Government and/or any other government-related agencies Investment Issues (GII), Bank Negara Negotiable Notes, Cagamas Bonds, Negotiable Certificate of Deposit, are valued each day by reference to the value of such investments and the profits accrued thereon for the relevant period. • Cash balances in hand, deposits placed with banks or other financial institutions and placement of money at call with investment banks are valued each day by reference to the value of such investments and the profits accrued thereon for the relevant period. • The Manager calculates the value of the Funds at the close of each Business Day. Policy on Gearing and Minimum Liquid Assets Requirements The Funds are not permitted to borrow cash or other assets (including the borrowing of securities within the meaning of the Guidelines on Securities Borrowing and Lending) in connection with its activities. Except for securities lending as provided under the Guidelines, none of the cash or investments of the Funds may be lent. Further, the Funds may not assume, guarantee, endorse or otherwise become directly or contingently liable for or in connection with any obligation or indebtedness of any person. In structuring the portfolio of the Funds, the Manager will maintain at least a minimum of 2% of the Fund’s NAV as liquid assets to ensure short-term liquidity in the Funds to meet operating expenses and possible redemption of Units. FUND MANAGEMENT SDN BHD (43811-W) 26 Master Prospectus 2009 6. FUNDS PERFORMANCE 6.1 KAF MONEY MARKET FUND 6.1.1 Average Total Return 6.1.2 6.1.3 1 Year 3 Year 3.39% 2.78% Annual Total Return 2007 2008 2009 1.85% 3.10% 3.39% Fund Performance KAFMMKT: vs Benchmark (Month On Month) Calendar Fund Performance As at 31 Oct 2009 (Since: Dec 2006) Annualised: KAFMMKT 3.15% Benchmark 3.14% 0 .4 % K2M oM BM M oM 0 .4 % 0 .3 % 0 .4 % Time Weighted Return 0 .3 % 0 .3 % 0 .3 % 0 .3 % 0 .3 % 0 .3 % 0 .3 % 0 .3 % 0 .3 % 0 .3 % 0 .2 % 0 .3 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .2 % 0 .1 % 0 .1 % 0 .0 % Nov -0 8 De c-0 8 Ja n - 0 9 Fe b - 0 9 Ma r-0 9 Apr -09 May -09 Ju n - 0 9 J u l- 0 9 Aug -0 9 Se p - 0 9 O ct - 0 9 For the period since inception, the KAF Money Market Fund returned +4.96% percent against the benchmark overnight rate which returned +8.61%. The weaker performance for the fund relatively over the long term is due to higher management costs in the initial years of the fund. For the year to date, the KAF Money Market Fund returned 2.18% against the benchmark which returned 1.45%. This result has been obtain by the shift into higher yielding commercial papers and short term bonds. TWRR 6.1.4 KAF MM Fund (%) Benchmark (%) Cumulative YTD +2.18% +1.45% Cumulative YTD(Annualised) +3.34% +2.17% Cumulative Since Inception +4.96% +8.61% Cumulative Since Inception (Annualised) +1.73% +2.96% Distribution History There were no distributions, bonuses or splits for the KAF Money Market Fund over the period. 6.1.5 Portfolio Turnover Ratio PTR (times) FUND MANAGEMENT SDN BHD (43811-W) 2009 2008 2007 7.95 4.12 3.23 Master Prospectus 2009 6.1.6 Asset Allocation 31 Aug 2009 % 31 Aug 2008 % 31 Aug 2007 % Corporate Bonds 41.32 32.37 14.23 Money Market Instruments 42.00 67.36 81.94 Cash 16.45 0.03 3.74 Others 0.23 0.24 0.09 Total 100.0 100.0 100.00 6.2 KAF JADE FUND 6.2.1 Average Total Return 6.2.3 1 Year 3 Year 3.28% 2.82% Annual Total Return 2007 2008 2009 8.65% -3.47% 3.28% Fund Performance KJF: vs RAMQ/HSI Benchmark (Month On Month) Calendar Fund Performance As at 31 Oct 2009 (Since: Dec 2006) Annualised: KJF 2.08% RAMQ/HSI Benchmark 4.83% 1 0 .0 % K2 M o M BM M oM 8 .4 % 8 .0 % 7 .1 % 6 .3 % 6 .1 % 6 .0 % Time Weighted Return 6.2.2 27 4 .0 % 3 .5 % 3 .1 % 3 .3 % 3 .0 % 3 .0 % 2 .7 % 2 .4 % 1 .9 % 2 .0 % 1 .4 % 0 .6 % 0 .7 % - 2 . -43% .2 % 0 .3 % -3 . 0 % Jan -0 9 Fe b-0 9 0 .5 % 0 .1 % - 2 . -71% . 8 %- 2 . 2 % 0 .0 % -2 . 0 % -4 . 0 % No v - 0 8 De c- 0 8 Mar-0 9 A p r -0 9 Ma y - 0 9 Ju n - 0 9 J u l- 0 9 Au g-0 9 Se p - 0 9 O ct - 0 9 For the annualised period since inception, the KAF Jade Fund returned 2.17% percent against the benchmark which returned 7.21% over the same period. For the year to date, the KAF Jade Fund returned 13.27% against the benchmark which returned 18.54%. The weaker performance of the fund is mainly due to the small size of the fund at current and the impact of costs on a fund of this size. TWRR KAF Jade Fund (%) Benchmark (%) Cumulative YTD +13.27% 18.54% Cumulative YTD(Annualised) +20.86% 30.30% Cumulative Since Inception +6.27% 9.01% 2.17% 7.21% Cumulative Since Inception (Annualised) FUND MANAGEMENT SDN BHD (43811-W) 28 6.2.4 Master Prospectus 2009 Distribution History There were no distributions, bonuses or splits for the KAF Jade Fund over the year. 6.2.5 Portfolio Turnover Ratio 2009 2.78 2008 0.74 31 Aug 2009 (%) 31 Aug 2008 (%) 31 Aug 2007 (%) Fixed Income 61.62 0.00 0.00 Malaysian Equities and Funds 5.65 0.00 0.00 Foreign Equities and Funds 26.54 21.88 34.04 Cash 5.80 78.10 65.16 Others 0.09 0.02 0.80 Total 100.0 100.00 100.00 PTR (times) 6.2.6 Asset Allocation 6.3 KAF BOND FUND 6.3.1 Average Total Return 1 Year 10.51% 6.3.2 3 Year 5.36% Annual Total Return 2007 4.48% 2009 10.51% 2008 1.08% Fund Performance KAFBOND: vs RAM Q MGS Bond Index (Month On Month) Calendar Fund Performance As at 31 Oct 2009 (Inception Date: Dec 2006) Annualised: KAFBOND 6.08% RAMQ 3.86% 4 .0 % K2 M o M RQM o M 3 .3 % 3 .0 % 3 .0 % Time Weighted Return 6.3.3 2007 0.16 2 .7 % 2 .0 % 1 .1 % 1 .0 % 1 .4 % 1 .1 % 1 .1 % 1 .3 % 1 .2 % 1 .1 % 0 .6 % 0 .6 % 0 .4 % - 0 . -22% . 5 % - 0 . 10 % .0 % -0 . 2 % 0 .1 % -0 . 3 % 0 . 6 % 0 . 70% .6 % -0 . 2 % 0 .0 % -1 . 0 % -2 . 0 % -3 . 0 % Se p - 0 8 O ct - 0 8 FUND MANAGEMENT SDN BHD (43811-W) No v - 0 8 De c-0 8 Ja n - 0 9 Fe b -0 9 Ma r- 09 A pr- 09 May - 09 Ju n - 0 9 J u l- 0 9 A u g-0 9 Master Prospectus 2009 29 For the period since inception, the KAF Bond Fund returned 13.66% percent against the benchmark RAM Quantshop MGS Index (All Durations) which returned 11.09% over the same period. For the year to date, the KAF Bond Fund returned 6.27% against the benchmark which returned -0.70%. 6.3.4 Distribution History There were no distributions, bonuses or splits for the KAF Bond Fund over the year 6.3.5 Portfolio Turnover Ratio PTR (times) 6.3.6 2009 2008 2007 1.38 0.56 0.16 Asset Allocation KAF Bond Fund: Portfolio Composition (Security Type) 31 Aug 2009 (%) 31 Aug 2008 (%) 31 Aug 2007 (%) Corporate Bonds 84.20 97.61 97.23 Malaysian Government Securities 0.00 0.00 0.00 Cash and Money Market Instruments 14.79 1.22 1.15 Others 1.01 1.17 1.62 100.00 100.00 100.00 Total KAF Bond Fund: Portfolio Composition (Credit) 31 Aug 2009 (%) 31 Aug 2008 (%) Government Guaranteed 0.00 0.00 Corporate Bonds - AAA 6.41 13.43 Corporate Bonds - AA 56.97 49.81 Corporate Bonds - A 20.82 34.37 Corporate Bonds – BBB or lower 0.00 0.00 Cash and Others 15.80 2.39 Total 100.00 100.00 Past performance of the Funds is not an indication of its future performance. FUND MANAGEMENT SDN BHD (43811-W) 30 Master Prospectus 2009 7 FINANCIAL HIGHLIGHT OF THE FUNDS 7.1 KAF MONEY MARKET FUND 7.1.1 Financial Statement of the Fund Audited Statement of Income and Expenditure INVESTMENT INCOME Interest income Accretion of discount Amortisation of premium Net realised gain on sale of investments EXPENSES Management fee Trustee’s fee Auditors’ remuneration Tax agent’s fee Administrative expenses Net income before taxation Tax expense Net income for the year 26.7.2006 to 31.8.2007 RM 2009 RM 2008 RM 318,115 381,195 (44,028) 18,677 _______ 673,959 ---------- 258,823 348,252 (47,941) 3,066 ______ 562,200 --------- 54,319 139,227 (12,650) _______ 180,896 ---------- 79,478 13,640 10,000 3,900 2,889 _______ 109,908 ----------564,051 _______ 564,051 ====== 61,182 10,707 10,000 2,500 443 _______ 84,832 ---------477,368 _______ 477,368 ====== 20,065 18,000 10,000 2,500 125 _______ 50,690 ---------130,206 _______ 130,206 ====== 564,051 _______ 564,051 ====== 477,368 _______ 477,368 ====== 130,206 _______ 130,206 ====== Net income for the year made up as follows: Realised Unrealised Net income for the year Audited statement of assets and liabilities ASSETS Unquoted investments Deposits with a licensed financial institution Interest receivable Cash at bank TOTAL ASSETS LIABILITIES Amount due to Manager Amount due to Trustee Other payables TOTAL LIABILITIES FUND MANAGEMENT SDN BHD (43811-W) 2009 RM 2008 RM 2007 RM 48,319,473 9,540,000 134,086 566 _________ 57,994,125 -------------- 15,278,599 36,021 4,574 _________ 15,319,194 -------------- 13,757,905 500,000 14,123 34,440 _________ 14,306,468 -------------- 24,517 2,541 12,500 _________ 39,930 -------------- 17,546 884 12,500 _________ 30,930 -------------- 4,000 15,188 12,500 _________ 31,688 -------------- 31 Master Prospectus 2009 NET ASSETS VALUE ATTRIBUTABLE TO UNITHOLDERS REPRESENTED BY: Unit holders’ capital Retained earnings Investment fluctuation reserves/(deficit) NUMBER OF UNITS IN CIRCULATION NET ASSETS VALUE ATTRIBUTABLE TO UNITHOLDERS PER UNIT (RM) 7.1.2 7.1.3 57,954,565 ======== 15,288,264 ======== 14,274,780 ======== 56,718,611 1,171,625 64,329 _________ 57,954,565 ======== 552,047 ======== 14,686,095 607,574 (5,405) _________ 15,288,264 ======== 150,568 ======== 14,143,636 130,206 938 _________ 14,274,780 ======== 144,976 ======== 104.98 ======== 101.54 ======== 98.46 ======== Total Annual Expenses of the Fund Management Fee (RM) % Trustee Fee (RM) % Other Expenses (RM) % Total Annual Expenses (RM) % 79,478 0.4 13,640 0.07 16,789 0.08 109,908 0.56 Management Expense Ratio The Management Expense Ratio (MER) indicates the costs that a Fund incurred in the course of administration. It is calculated by taking the fees and expenses paid out of a particular Fund as a percentage of the average NAV of that Fund determined on a daily basis over the financial period. The MER is an important ratio that investors can use to compare the costs incurred by a particular Fund with other funds within the same category. A lower MER indicates the effectiveness of the Manager in managing the costs of the Fund. Illustration: MER = Management Fees + Trustee Fees + Other Expenses Average NAV of the Fund calculated on a daily basis X 100% The Management Expense Ratio for the Fund as at 31 August 2009 is 0.56%. FUND MANAGEMENT SDN BHD (43811-W) 32 Master Prospectus 2009 7.2 KAF JADE FUND 7.2.1 Financial Statement of the Fund Audited Statement of Income and Expenditure 2009 RM INVESTMENT INCOME Interest income Investment income Accretion of discount Net realised gain on sale of investments EXPENSES Management fee Trustee’s fee Auditors’ remuneration Tax agent’s fee Realised loss on foreign exchange Administrative expenses Net income before taxation Tax expense Net income (loss) for the year 2008 RM 26.7.2006 to 31.8.2007 RM 1,600 7,905 11,749 1,313 ______ 22,567 ---------- 26,921 7,920 45,955 ______ 80,796 ---------- 18,188 _______ 18,188 ---------- 17,928 801 8,000 2,500 8,457 2,613 _______ 40,299 ----------(17,732) _______ (17,732) ====== 19,566 1,030 8,000 2,500 4,059 151 _______ 35,306 ----------45,490 _______ 45,490 ====== 6,451 18,000 8,000 2,500 475 173 ________ 35,599 -----------(17,411) ________ (17,411) ====== (17,732) ________ (17,732) ======= 45,490 ________ 45,490 ======= (17,411) ________ (17,411) ======= 2008 RM 2007 RM Net income (loss) for the year up as follows: Realised Unrealised Net income for the year Audited statement of assets and liabilities ASSETS Investment Deposits with a licensed financial institution Other receivables Cash at bank TOTAL ASSETS LIABILITIES Amount due to Manager Amount due to Trustee Other payables TOTAL LIABILITIES FUND MANAGEMENT SDN BHD (43811-W) 2009 RM 1,198,420 1,184 73,825 __________ 1,273,429 --------------- 324,990 1,150,800 307 9,463 __________ 1,485,560 --------------- 432,866 825,000 10,127 3,573 __________ 1,271,566 --------------- 1,685 75 17,159 _________ 18,919 ------------- 12,497 85 10,558 _________ 23,140 ------------- 1,261 17,504 10,500 _________ 29,265 ------------- 33 Master Prospectus 2009 NET ASSETS VALUE ATTRIBUTABLE TO UNITHOLDERS REPRESENTED BY: Unit holders’ capital Retained earnings Investment fluctuation reserves/(deficit) NUMBER OF UNITS IN CIRCULATION NET ASSETS VALUE ATTRIBUTABLE TO UNITHOLDERS PER UNIT (RM) 7.2.2 7.2.3 1,254,510 ======== 1,462,420 ======== 1,242,301 ======== 1,217,926 10,347 26,237 __________ 1,254,510 ======== 11,841 ======== 1,422,892 28,079 11,449 __________ 1,462,420 ======== 14,213 ======== 1,143,796 (17,411) 115,916 __________ 1,242,301 ======== 11,717 ======== 105.95 ======== 102.89 ======== 106.03 ======== Total Annual Expenses of the Fund Management Fee (RM) % Trustee Fee (RM) % Other Expenses (RM) % Total Annual Expenses (RM) % 17,928 1.33 801 0.07 13,113 1.0 40,299 3.52 Management Expense Ratio The Management Expense Ratio for the Fund as at 31 August 2009 is 3.52%. FUND MANAGEMENT SDN BHD (43811-W) 34 Master Prospectus 2009 7.3 KAF BOND FUND 7.3.1 Financial Statement of the Fund Audited Statement of Income and Expenditure INVESTMENT INCOME Interest income Accretion of discount Amortisation of premium Net realised (loss)on sale of investments EXPENSES Management fee Trustee’s fee Auditors’ remuneration Tax agent’s fee Administrative expenses Net income before taxation Tax expense Net income for the year 26.7.2006 to 31.8.2007 RM 2009 RM 2008 RM 2,920,975 678,420 (279,432) (35,657) ________ 3,284,306 ------------ 2,908,493 312,163 (496,147) (187,158) ________ 2,537,351 ------------ 1,547,495 39,165 (290,200) 182,707 ________ 1,479,167 ------------ 230,756 40,382 10,000 3,900 2,543 ________ 287,581 -----------2,996,725 ________ 2,996,725 ======= 219,035 38,331 10,000 2,500 219 ________ 270,085 -----------2,267,266 ________ 2,267,266 ======= 113,630 19,885 10,000 2,500 120 ________ 146,135 -----------1,333,032 ________ 1,333,032 ======= 2,996,725 ________ 2,996,725 ======= 2,267,266 ________ 2,267,266 ======= 1,333,032 ________ 1,333,032 ======= Net income for the year made up as follows: Realised Unrealised Net income for the year Audited statement of assets and liabilities ASSETS Unquoted investments Interest receivable Deposits with a licensed financial institution Cash at bank TOTAL ASSETS LIABILITIES Amount due to Manager Amount due to Trustee Other payables TOTAL LIABILITIES FUND MANAGEMENT SDN BHD (43811-W) 2009 RM 2008 RM 2007 RM 65,875,200 11,569,000 791,422 819 _________ 78,236,441 -------------- 53,893,000 642,775 670,000 2,368 _________ 55,208,143 -------------- 47,353,800 787,142 562,215 _________ 48,703,157 -------------- 31,906 3,834 12,500 _________ 48,240 -------------- 31,065 3,249 12,500 _________ 46,814 -------------- 6,016 2,803 12,500 _________ 31,319 -------------- 35 Master Prospectus 2009 NET ASSETS VALUE ATTRIBUTABLE TO UNITHOLDERS REPRESENTED BY: Unit holders’ capital Retained earnings Investment fluctuation reserves /(deficit) NUMBER OF UNITS IN CIRCULATION NET ASSETS VALUE ATTRIBUTABLE TO UNITHOLDERS PER UNIT (RM) 7.3.2 7.3.3 78,188,201 ======== 55,161,329 ======== 48,671,838 ======== 70,599,487 6,597,023 991,691 _________ 78,188,201 ======== 687,620 ======== 53,407,308 3,600,298 (1,846,277) _________ 55,161,329 ======== 536,181 ======== 47,442,025 1,333,032 (103,219) _________ 48,671,838 ======== 478,331 ======== 113.71 ======== 102.88 ======== 101.75 ======== Total Annual Expenses of the Fund Management Fee (RM) % Trustee Fee (RM) % Other Expenses (RM) % Total Annual Expenses (RM) % 230,756 0.4 40,382 0.07 16,443 0.02 287,581 0.50 Management Expense Ratio The Management Expense Ratio for the Fund as at 31 August 2009 is 0.50%. The audited financial statements of the Funds are disclosed in the Funds’ annual report and the annual report is available upon request. Past performance of the Funds is not an indication of its future performance. The Funds’ annual report is available upon request. FUND MANAGEMENT SDN BHD (43811-W) FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 8.7 37 Administrative Fees Only direct fees or costs incurred will be paid out of the Funds. These include the following: • • • • • • • • • Commissions paid to brokers; Auditors’ fee; Tax Adviser’s fee; Valuation fee; Taxes; Custodial charges; Tax vouchers; Annual/Interim reports; and Independent Investment Committee Member fee. Expenses related to the issuance of this prospectus will be borne by the Manager. 8.8 Policy on Stockbroking Rebates and Soft Commissions The Manager or the Trustee (for its own account) or any delegate thereof must not retain any rebate from, or otherwise share in any commission with, any broker in consideration for direct dealings in the investments of the Funds. The Manager will pursue a policy of not accepting any Stockbroking Rebates. However, goods and services (“soft commissions”) from any broker may be retained by the Manager or any delegate thereof, only if the goods and services are of demonstrable benefit to the Unit Holders such as research materials and computer software which are incidental to the investment management activities of the Fund. 8.9 Distribution Reinvestment Option If income is distributed, it will be forwarded to Unit Holders by distribution cheques to the latest address shown in the Register. Unit Holders may, however, choose to re-invest the distribution by selecting the proper option in the Application Form or calling our Customer Service for assistance. If Unit Holders choose to reinvest their distributions or in the absence of any written instructions, their reinvestments will be executed at NAV with NO sales charge. The date of reinvestment of distribution shall be the income payment date. If Unit Holders wish to realise any capital gains of the units held or distribution units, they can request the Manager to repurchase all or part of their units. There are fees and charges involved and investors are advised to consider them before investing in the Funds. FUND MANAGEMENT SDN BHD (43811-W) 38 9. 9.1 Master Prospectus 2009 SALE AND PURCHASE OF UNITS Computation of NAV The Net Asset Value of each of the Funds is determined by deducting the value of all the respective Fund’s liabilities from the value of all the respective Fund’s assets, at their respective valuation point. For the purpose of computing the annual management fee and annual trustee fee, the NAV of the Funds is inclusive of the management fee and the trustee fee for the relevant day. The NAV per Unit of a particular Fund at a valuation point is determined by dividing the NAV of that Fund at that valuation point by the number of Units in circulation of that Fund at the same valuation point. As an illustration, if for example, at 5.00 pm on 2 October the NAV of the KJF is RM210,000,000 and the number of Units in circulation for that Fund is 1,900,000, the NAV per Unit of the KJF at that point in time would be: RM210,000,000 1,900,000 = RM110.5263 9.2 Pricing of Units Single Pricing As the SC has implemented the Single Pricing Regime on the 1st July 2007 wherein all unit trust funds shall be based on single price, i.e., the NAV per Unit of a Fund. The Selling Price and Buying/Repurchase Price per Unit for the Funds shall be the NAV per Unit of the respective Funds. The Selling Price and Buying Price of Units are based on forward pricing; this means that Units will be bought and sold on the NAV per Unit at the valuation point next following the receipt by the Manager of an application to buy or a request to repurchase Units. For any purchase/redemption request received or deemed to have been received via fax notifications from agents by the Manager at or before 12.00 p.m., the selling price/buying price would be the NAV per Unit at the end of the Business Day on which the request is received by the Manager. Any request received or deemed to have been received after this cut-off time would be considered as having been received on the next Business Day and would be the NAV per Unit on that next Business Day. Example: Assuming the NAV per Unit on 9 July is RM0.50 and if you make a payment of RM10,000.00, the amount to be invested in a Fund is calculated as follows: Total amount invested Total sales charge (0.00%) incurred = = RM10,000.00 RM0.00 Total amount to be paid by you = RM10,000.00 Incorrect Pricing Subject to any relevant law, if there is an error in the pricing of the NAV per Unit of the Fund; the Manager will take immediate remedial action to correct the error. Rectification shall, where necessary, extend to the reimbursements of money as follows if the error is at or above the significant threshold of 0.5% of the NAV per Unit: (a) if there is an over pricing in relation to the purchase and creation of Units, the Fund shall reimburse the Unit Holder; (b) if there is an over pricing in relation to the repurchase of Units, the Manager shall reimburse the Fund; (c) if there is an under pricing in relation to the purchase and creation of Units, the Manager shall reimburse the Fund; and (d) if there is an under pricing in relation to the repurchase of Units, the Fund shall reimburse the Unit Holder or former Unit Holder. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 39 The Manager retains the discretion whether or not to reimburse if the error is below 0.5% of the NAV per Unit or where the total impact on an individual account is less than RM10.00 in absolute amount. This is because the reprocessing costs may be greater than the amount of the adjustment. Calculation of Selling Price If, for example an application for Units of the KMMF is received at or before 12.00 p.m. on 9 July and the NAV per Unit of the KMMF at the end of the Business Day on 9 July is RM98.1421, under the single pricing regime, the Selling Price per Unit of that Fund will be RM98.1421. As the Manager does not intend to impose a sales charge for the KMMF, if an investor decides to invest RM10,000 at or before 12.00 p.m. on 9 July he would receive. Say for example the NAV per Unit for KMMF at the end of the Business Day on 9 July = RM98.1421 The number of Units that will be issued to the investor will be : RM10,000.00 divided by RM98.1421 (the NAV per Unit for KMMF) = 101.8931 Units of the KMMF If on the other hand, the application for Units of the KMMF is received after 12.00 p.m. on 9 July, the Selling Price per Unit will be the NAV per Unit of the KMMF as at the close of the following Business Day, i.e.,10 July. Calculation of Buying or Repurchase Price If for example a repurchase request in respect of the KMMF is received by the Manager at or before 12.00 p.m. on 12 July and the NAV per Unit of the KMMF at the end of the Business Day on 12 July is RM100.3456, under the single pricing regime, the Buying/ Repurchase Price per Unit will be RM100.3456. The Manager does not intend to impose a repurchase charge in respect of the KMMF Fund. Should an investor wish to repurchase RM10,000 worth of Units, he would receive: Say for example the NAV per Unit for KMMF at the end of the Business Day on 12 July = RM100.3456 The number of Units that will be redeemed by an investor will be : RM10,00.00 divided by RM100.3456 (the NAV per Unit for AIF) = 99.6556 Units of KMMF repurchased The total amount to be paid to an investor will be the number of Units to be redeemed multiplied with the NAV per Unit. = 99.6556 Units x RM100.3456 = RM10,000.00 Therefore the investor will receive RM10,000.00 as redemption proceeds. If on the other hand, the request for repurchase for Units of the KMMF is received after 12.00 p.m. on 12 July, the Buying/Repurchase Price per Unit will be the NAV per Unit of the KMMF as at the close of the following Business Day, i.e.,13 July. Policy on rounding adjustment In calculating your investments with us, the NAV per Unit of the Fund which is also the Selling and Buying Price per Unit of the Fund and the Units allocated to you will be rounded to four decimal places. FUND MANAGEMENT SDN BHD (43811-W) FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 41 Qualified Unit Holders have the right to request a cancellation of their investments within 6 Business Days of the day the purchase application is received by the Manager. Unit Holders who exercise their cooling-off rights will receive the NAV per Unit on the day the Units were first purchased. When a cooling-off right is exercised, the money must be refunded to the Unit Holder within 10 days of the receipt of the notice of cooling-off by the Manager. 9.8 Transfer of Ownership of Units Subject to the discretion of the Manager, Unit Holders may transfer the ownership of their Units of any Fund to any person at any point in time by completing the transfer application form and returning it to the Manager on any Business Day. Transfers must be in terms of Units and not in Ringgit Malaysia (RM) value. A fee of RM50 will be charged for each transfer of ownership. 9.9 Switching Facility Unit Holders wishing to switch their investments from one Fund to another may do so by redeeming their holdings from the initial fund and re-investing the money into the new fund. There is no switching fee imposed on any of the Funds; neither is there a limit on the frequency and number of switches. 9.10 9.11 9.12 9.13 Minimum Initial Investment Fund Name Minimum Initial Investment KAF Money Market Fund RM1,000 worth of Units KAF Jade Fund RM50,000 worth of Units KAF Bond Fund RM100,000 worth of Units Minimum Additional Investment Fund Name Minimum Additional Investment KAF Money Market Fund RM1,000 KAF Jade Fund RM1,000 KAF Bond Fund RM10,000 Minimum Holdings Fund Name Minimum Holdings KAF Money Market Fund 10 Units or RM1,000.00 whichever value is lower KAF Jade Fund 500 Units or RM50,000.00 whichever value is lower KAF Bond Fund 1000 Units or RM100,000.00 whichever value is lower Where to Purchase and Redeem Units can be bought or sold on any Business Day from Monday to Friday between 9.00 a.m. to 5.00 p.m. at the following locations: HEAD OFFICE KAF Fund Management Sdn Bhd Level 13, Chulan Tower No. 3 Jalan Conlay 50450 Kuala Lumpur Tel: 03 – 2168 8998 Fax: 03 – 2168 8986 Email: [email protected] FUND MANAGEMENT SDN BHD (43811-W) 42 Master Prospectus 2009 DISTRIBUTOR - Philip Mutual Bhd Main Office B-2-7, Megan Avenue II 12, Jalan Yap Kwan Seng, 50450 Kuala Lumpur Tel : 603-2715 9802 Fax: 603-2166 6417 E-mail: [email protected] 9.14 Unclaimed Distributions Policy Distributions paid out by way of cheque but not presented before its expiry date by Unit Holders will be re-invested in additional Units of the Funds at such time as the Manager may deem fit. If the Unit Holder no longer holds any Units in a Fund, the moneys will be handled in accordance with the Unclaimed Moneys Act 1965. 9.15 Unclaimed Moneys Policy Any moneys other than distributions payable to Unit Holders which remain unclaimed after one year from the date of payment will be handled by the Manager in accordance with the requirements of the Unclaimed Moneys Act, 1965. 9.16 Anti-Money Laundering Policies and Procedures Money Laundering is a process intended to conceal the benefits derived from unlawful activities which are related, directly or indirectly, to any serious offence so that they appear to have originated from a legitimate source. The Anti-Money Laundering Act (AMLA) was passed by Parliament in 2001 and gazetted as law in 2003. The Financial Intelligent Unit (FIU) of Bank Negara Malaysia (BNM) has been established to carry out the functions as the competent authority under the AMLA. All market intermediaries under the Securities Industry Act 1983 (“SIA”), Futures Industry Act 1993 (“FIA”), and management companies approved by the Securities Commission under the Securities Commission Act 1993(“SCA”) are obliged to comply with the provisions of the Anti-Money Laundering Act 2001(“AMLA”). Under the AMLA, any person who: a) engages in, or attempts to engage in; or b) abets the commission of; money laundering, commits an offence and shall on conviction be liable to a fine not exceeding five million ringgit or to imprisonment for a term not exceeding five years or both. We have anti money laundering policies in place where we will perform checks on all customers without exception. Application for Units must be accompanied by proper identification documents for our verification. All customers will be checked against various reliable sources for money laundering information. Investors are advised not to make payment in cash when purchasing units of a fund via any institutional/retail agent. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 10. 43 CLIENT COMMUNICATION Unit Holders will/can receive regular updates on the Fund and on their investment through: (i) Newspapers From time to time, Unit Holders will be able to obtain information pertaining to the Funds from the press. The Funds’ daily Unit buying and Selling Prices, the NAV per Unit, annual management fee and sales charge will be quoted in at least 2 major newspapers to enable Unit Holders to monitor their investments. (ii) Financial The Manager will provide Unit Holders with an annual report within 2 months of the Funds’ financial year-end and an interim report within 2 months of the end of the period covered. A Financial Statement audited by the Fund’s appointed auditors will be included in the annual report. The Trustee will prepare a report to Unit Holders in both the annual and interim reports stating its opinion on the conduct of the Manager, in particular whether the Manager had managed the Fund in accordance with the limitation on its investment powers as set out in the Deed and whether the Manager had acted in accordance with the Deed, Guidelines, securities laws and other relevant laws. (iii) Statement of Accounts The Manager will issue a statement to Unit Holders confirming the current shareholdings and transactions relating to their units in the Fund. (iv) Customer Service Unit Holders can seek assistance from our customer service personnel at our Head office during the stated office hours. KAF Fund Management Sdn Bhd Level 13, Chulan Tower No. 3 Jalan Conlay 50450 Kuala Lumpur Tel: 03 2168 8998 Fax No.: 03 2168 8986 Email: [email protected] Office Hours: - 9am to 5.00pm Monday to Friday FUND MANAGEMENT SDN BHD (43811-W) 44 11. 11.1 Master Prospectus 2009 THE MANAGEMENT COMPANY The Management Company (The Manager) KAF Fund Management Sdn Bhd (KFM) is a licensed fund manager that provides professional investment services for clients looking to invest in the fixed income and equity markets within Malaysia and throughout the Asia-Pacific region. KFM was established with the view that the growing diversity of investment products and the increasing complexity of investors' requirements create the need for professional fund managers with extensive experience and expertise in both the fixed income and equity markets. Our mission is to provide long term consistent returns for our clients in line with their investment objectives and risk profiles. The company was incorporated in Malaysia on 18 December 1978 under the Companies Act, 1965. It has an authorised and paid-up capital of RM10 million. As at 3 November 2009, KFM had a staff force of 10 based at its head offices in Kuala Lumpur. KFM is part of the KAF Group of Companies, an integrated bumiputera financial services company. The KAF Group of Companies, since 1973, has been involved in money broking, and foreign exchange broking, stockbroking, futures broking, government securities trading, private debt origination and investment, equity research, financial advisory services, securities underwriting and fund management. As at 3 November 2009, KFM was managing in excess of RM1.3 billion across all asset classes for clients ranging from insurance companies, corporations, private trusts and high net worth individuals. In 1999, KFM was appointed as an "Approved Fund Manager" by the Employees Provident Fund (EPF) for participation in its EPF Members' Investment Scheme. In 2005, KFM was appointed to the Employees Provident Fund (EPF) external Fixed Income Managers Panel and is currently managing a portion of the EPF portfolio. 11.2 Role of the Manager The Manager is responsible for the investment management and marketing of the Funds; servicing Unit Holders’ needs; keeping proper administrative records of Unit Holders and the Funds; ensuring compliance with stringent internal procedures and laws and guidelines of relevant authorities. 11.3 Financial Position Financial Year Ended 31 May 2009 (RM) 2008 (RM) 2007 (RM) 2006 (RM) 2,272,824 2,782,241 1,817,947 1,203,976 Profit/(Loss) Before Tax 811,542 1,703,159 985,243 427,336 Profit/(Loss) After Tax 592,400 1,291,634 650,158 332,520 Issued/Paid-up Capital 10,000,000 10,000,000 10,000,000 2,000,000 Shareholders’ Funds 13,812,139 13,969,739 12,678,105 4,027,947 Turnover 11.4 Role of Directors The Board of Directors is responsible for the overall management of the Manager and its funds. The Board not only ensures corporate governance is practised but policies and guidelines are adhered to. The Board will sit once every quarter, or more often should the need arise. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 11.5 45 Board of Directors YM Raja Dato Mufik Affandi bin Raja Khalid Raja Dato Mufik Affandi bin Raja Khalid, a Malaysian, was appointed to the Board on 28 September 2000. He holds a Bachelor of Economics (Hons) Degree from Universiti Malaya and a Master in Public Administration Degree from Harvard University, USA. Previously, he has held various senior positions at Bank Negara Malaysia, TAS Industries Sdn Bhd and Cempaka Finance. He also sits on the Board of Road Builder (M) Holdings Bhd. Datuk Khatijah binti Ahmad Datuk Khatijah binti Ahmad, a Malaysian, was appointed to the Board on 28 January 2002. She holds a degree in Economics (Honours) from the London School of Economics & Political Science, University of London, United Kingdom. She is a member/trustee of various non-profit organisations, namely the Malaysian Institute of Economic research (MIER). She is also the Chairman of the Malaysian Institute of Bond Dealers. Thariq Usman bin Ahmad Thariq Usman bin Ahmad, a Malaysian, was appointed to the Board on 7 September 1993. He holds a BA in Mathematics from St John’s College, Oxford. En Thariq has worked in the financial services industry for 10 years and in the fund management industry for 8 years. As well as being the Chief Executive Officer, he is also the Investment Manager of KAF Fund Management Sdn Bhd. Zulkifli bin Ishak Zulkifli bin Ishak, a Malaysian, was appointed to the Board on 26 June 1995. Upon graduation, he joined KAF Discounts Bhd. After several years working experience within the group, he has acquired good experience in managing fixed income securities. As the General Manager for KAF Discounts Bhd., he was responsible for dealing and managing an investment portfolio of approximately RM$1.3 billion in money market and capital market instruments, which consists of Government Treasury Bills, Bank Negara Bills, Commercial Papers, Bankers Acceptance, Negotiable Certificates of Deposits, Government Bonds, Cagamas Bonds and Corporate Bonds. Dato' Dr. Norraesah binti Haji Mohamad (Independent) Dato' Dr. Norraesah Bt. Haji Mohamad, a Malaysian, aged 56, holds a Doctorate Degree in Economics Science (International Economics and Finance) which she obtained in 1986 from University of Paris 1, Pantheon Sorbonne, France. She has over 31 years of working experience in banking, consultancy and international trade and commerce. She worked with the International Trade Division of the Ministry of Trade and Industry (now known as the Ministry of International Trade and Industry) from 1972 to 1985 and was later transferred to the Finance Division of the Ministry of Finance holding the post of Principal Assistant Secretary dealing with privatisation and debt management. In 1988, she joined ESSO Production Malaysia, Inc. as Communications Manager and subsequently, in 1990, took the position of Managing Director with a consultant firm providing financial advisory services. From 1991 to 1998 she was appointed as the Chief Representative of Credit Lyonnais Bank in Malaysia. She sits on the board of KESM Industries Berhad, Malaysian Oxygen Berhad and several private limited companies. Abdul Rahim bin Dato’ Ismail (Independent) Abdul Rahim bin Dato’ Ismail, a Malaysian, aged 42, holds a BSc. (Hons) Finance from Armstrong University Berkeley, California which he obtained in 1987. He also holds an MBA in Finance from Golden Gate University, San Francisco, California and a LLB (Hons) from Thames Valley University, London, United Kingdom. He has more than 15 years experience in the banking industry Previously he has held senior positions in Rakyat Merchant Bankers Berhad and Leader Universal Holdings Berhad. FUND MANAGEMENT SDN BHD (43811-W) 46 11.6 Master Prospectus 2009 Role of the Investment Committee The Investment Committee formulates, establishes and implements investment strategies and policies. The committee will continually review and monitor the success of these strategies and policies using predetermined benchmarks towards achieving a proper performance for the Funds. The Committee will also ensure investment guidelines and regulations are complied with. The Investment Committee will meet at least once every quarterly or more often should the need arise. Datuk Khatijah binti Ahmad (Please refer to 11.5) Thariq Usman bin Ahmad (Please refer to 11.5) Chehan Prasana Richard Perera Chehan Prasanna Richard Perera, a Sri Lankan, was appointed to the Investment Committee on Monday, 24 September 2007. He holds a Bachelor of Arts (Hons) degree from Ithaca College, New York - Majoring in Economics and Minor in Mathematics. Chehan received his CFA in 1999. Chehan has worked in equity research for 12-years and management for nine years. He started his career at ABN AMRO in 1995 covering Malaysia, Singapore, Sri Lanka and Mauritius during his ten years with the Group. He joined KAF-Seagroatt & Campbell Securities Sdn Bhd in 1995 as Head of Research. Wong Schuen Siang Wong Schuen Siang is a Credit Analyst at KAF Investment Bank Berhad. In his role, Mr Wong performs credit analyses of PDS issues across all sectors and prescribes trading limits for the proprietary books and exercises active monitoring of KAF’s proprietary fixed income exposures. Mr. Wong joined KAF Investment Bank Berhad in February 2007. Prior to joining KAF Investment Bank Berhad, Mr Wong worked in Corporate Finance and Treasury (credit risk analysis) at CIMB Investment Bank Berhad. Mr. Wong holds an MBA from the National University of Singapore and is a CFA Charter holder. Aamir Varcie (Independent) Mr Varcie is currently an independent consultant with Kohlberg Kravis & Co. (KKR), having worked for KKR since September 2005 as an Associate Director. Prior to this he has held various roles in American International Group and Tata Sons Ltd in India, as well as Merill Lynch in the UK. His roles have gained him experience in the Life Insurance business, strategic planning as well as mergers and acquisitions. Mr Varcie also has completed Level II of the Chartered Financial Analyst programme. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 11.7 47 The Management Team Thariq Usman Ahmad, Investment Manager. En. Thariq is a licensed fund manager and has been responsible for managing discretionary equity and fixed income portfolios at KFM since 1997. He focuses mainly on the Malaysian market and is actively involved in the investment process, covering fundamental research, stock selection and asset allocation. En. Thariq began his career in the Treasury department of KAF Discounts Berhad before joining KAF Fund Management Sdn Bhd in 1997. He holds a B.A. in Mathematics from St. John's College, Oxford. En. Thariq was appointed CEO in 2001. He is also a director of the company and is the designated fund manager for the funds. Mas Johan Harris, Manager, Investment Products. Mr. Mas Johan is a Chartered Accountant and member of the Institute of Chartered Accountants Australia. He also holds a Bachelor of Business (Accounting) degree from the University of Technology, Sydney. Having previously worked for AMP and Royal and SunAlliance in Sydney and Barclays in London, he has more than 7 years experience in the Funds Management industry. His previous areas of experience include Investment Accounting, Investment Operations and Product Development, having developed and successfully launched several investment products overseas. Mr. Mas Johan joined the group in June 2004. Zulkifli bin Ishak, Director – Sales. En Zulkifli has worked previously as the General Manager for KAF Discounts Bhd., he was responsible for dealing and managing an investment portfolio of approximately RM$1.3 billion in money market and capital market instruments, which consists of Government Treasury Bills, Bank Negara Bills, Commercial Papers, Bankers Acceptance, Negotiable Certificates of Deposits, Government Bonds, Cagamas Bonds and Corporate Bonds. Zulkifli Mawardi, Investment Manager. En Zulkifli is a licensed fund manage with 12 years of experience in fund management industry. He has had training and delivered in such areas as fundamental research, investment strategy, stock selection and portfolio management, and has had exposure in both local and regional markets. He has previously managed equity portfolios for both institutional and private clients, as well as local unit trust funds. His previous employment includes CIMB Private Banking and ECM-Libra Avenue, where his performance was rated and had won him Standard & Poor awards. En Zulkifli holds a B.Sc in Statistics from the University of Illinois at Urbana-Champaign. Zakiah Mohamad, Assistant Manager. Ms Zakiah has over 11 years experience in the unit trust management industry, specifically in the day-to-day operations. She joined the industry in 1994 with Public Mutual Berhad (formerly known as Kuala Lumpur Mutual Fund Berhad) before joining RHB Unit Trust Management Berhad as an Operation Executive. She holds a Diploma in Accountancy from MARA Institute of Technology (now known as University Technology MARA -UiTM). Ms Zakiah joined the KAF Group in April 2006. 11.8 Manager’s Delegate The Manager has appointed HSBC Trustee (Malaysia) Berhad to carry out the fund accounting and fund valuation functions for the Funds. The Managers’ delegate is responsible for keeping proper records of all transactions of the Fund and also to carry out valuations on the Funds every Business Day. It is the duty of the Managers’ delegate to perform all its functions in accordance to the Service Agreement and the Deed. A brief description on the background of the delegate is set out in section 12 hereafter. 11.9 Material Litigation As at 3 November 2009, the Manager is not engaged in any material litigation and arbitration, including those pending or threatened, and any facts likely to give rise to any proceedings which might materially affect the business/financial position of the Manager and any of its delegates. FUND MANAGEMENT SDN BHD (43811-W) 48 12. Master Prospectus 2009 THE TRUSTEE The Trustee is HSBC (Malaysia) Trustee Berhad (Company No. 1281-T), a company incorporated in Malaysia since 1937 and registered as a trust company under the Trust Companies Act 1949, with its registered address at Suite 901, 9th Floor, Wisma Hamzah-Kwong Hing, No.1 Leboh Ampang, 50100 Kuala Lumpur. The Trustee is a member of the HSBC Holdings Plc. group of companies and forms part of the global network of trust companies within HSBC Holdings Plc. 12.1 Financial Position The Trustee has a paid-up capital of RM500,000.00. As at 31 December 2007, its shareholders’ funds totaled RM6.60 million and it achieved a profit before tax of RM9.16 million. The following is a summary of the past performance of the Trustee based on audited accounts for the last 3 years: Year Ended 31 December Paid-up Share Capital Shareholders’ Funds Turnover Profit before Tax Profit after Tax 12.2 2006 (RM) 2007 (RM) 2008 (RM) Unaudited financial period ended 30 June 2009 (RM) 500,000 500,000 500,000 500,000 5,196,456 12,704,612 6,167,355 4,706,595 6,598,539 16,911,088 9,164,852 6,442,083 10,748,090 9,085,924 5,607,501 4,149,551 18,064,086 8,446,968 4,947,961 3,710,970 Experience in Trustee Business Since 1993, the Trustee has acquired experience in the administration of unit trusts and as at 3 November 2009 is the Trustee for 187 unit trust funds (including 2 Exchange Traded Funds and 6 Wholesale Funds). As at 3 November 2009, the Trustee has a workforce of 46 employees consisting of 31 executives and 15 non-executives. A good number of the staff has been with the Trustee for many years. This element of continuity reflects an intrinsic characteristic of trust services. The Trustee also believes in building team and talents by recruiting new members with relevant experiences to replace the long serving retired colleagues. Each client’s account is under the supervision of a trust officer who is able to focus his personal attention on the administration of the account and reports directly to his manager. The Trustee also has a Compliance Section whose responsibilities is to ensure that the Trustee’s business is carried on in accordance with all relevant laws, codes, rules and standards of good market practice. 12.3 Board of Directors Mr Jonathan William Addis Ms Lim Liang Hua Dato’ Ranita Mohd Hussein Ms Zainon Baba Mr Alastair E Murray Mr Tay Shik Heng Mr Tay Swee Gim (Alternate to Ms Lim Liang Hua) Ms Hew Su Chan (Alternate to Mr Tay Shik Heng) Ms Wong Su Kuin (Alternate to Mr Alastair E Murray) FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 12.4 49 Profile of Key Personnel Ms Lim Liang Hua – Managing Director She joined HSBC (Malaysia) Trustee Berhad in April 2004 and brings with her over 20 years of legal advisory and problem solving skills in the banking and financial services industry. She holds a Bachelor of Economics and Bachelor of Laws (LLB) from Monash University, Australia. She was admitted to practice as a Barrister & Solicitor in Victoria, Australia in 1984 and was called to the Malaysian Bar in 1985. She was in private practice for three years in the Klang Valley before joining the corporate sector, namely the banking and financial institutions industry. She was the Chief Legal Adviser and Company Secretary for the Phileo Allied Bank Group and the United Overseas Bank Group in Malaysia. Prior to her joining HSBC, she was Chief Executive Officer in an established trust company. Mr Yee Yit Seeng – Chief Operating Officer He joined HSBC (Malaysia) Trustee Berhad in July 1984. He holds a Diploma in Banking and Finance and is a Senior Associate of Institut Bank-Bank Malaysia. He has more than 22 years of experience in trust operations including client service, systems/projects & office administration, compliance, internal control & audit, and business development. He was also seconded to the HSBC Back-end Processing Office in Cyberjaya, Malaysia to support the global securities operations. Puan Maziah Yong – Co-Head, Unit Trust She joined HSBC (Malaysia) Trustee Berhad in November 2007. She holds an Advanced Diploma In Law from Institut Teknologi MARA. Prior to her joining HSBC, she has more than 15 years working experience in trust administration, especially relating to unit trust schemes. Ms Lim Gim Lee – Head, Fund Administration She joined HSBC (Malaysia) Trustee Berhad in December 2008. She holds an Advanced Diploma in Business Administration - Institute of Business Administration and Management (IBAM). She was one of the pioneer staff in setting up two unit trust management companies and has more than 13 years working experience in the unit trust industry. Ms Leong Li Yim – Head, Business Support She joined HSBC (Malaysia) Trustee Berhad in December 2007. She holds a Diploma in Banking and Finance of Institut Bank-Bank Malaysia and a Diploma in Business Management from The Association of Business Executives. She has more than 17 years experience in securities industry, including overseeing the settlement operations for foreign institutional clients, retail clients margin financing, systems implementation and being the liaison party with regulatory bodies, like Bursa Malaysia. Prior to her joining HSBC Trustee, she was Head of Settlement, HSBC Securities Services in Malaysia. Ms Lau Sook Yee – Head, Compliance, Control and Audit She joined HSBC (Malaysia) Trustee Berhad in September 2005. She has more than 20 years experience in banking and treasury operations in both merchant and commercial banks. Ms Janice Chang Hui Ching – Head, Corporate Trust She joined HSBC (Malaysia) Trustee Berhad in November 2004. She holds a Bachelor of Business majoring in Economics & Finance from RMIT University, Australia. Prior to her joining HSBC, she has more than 7 years experience in Unit Trust Schemes and Corporate Bonds/Private Debt Securities in an established trust company. Mr Yap Fook Meng – Head, System & Admin He joined HSBC (Malaysia) Trustee Berhad in August 2007. He holds a Diploma in Banking and Finance and is a Senior Associate of Institut Bank-Bank Malaysia. He has more than 25 years experience in banking operations, including systems implementation and support with HSBC Bank Malaysia Berhad. Besides local banking experience, he had been seconded to other HSBC Group offices in United Kingdom and Brazil for systems implementation and support. Ms Lim Gim Lee – Head, Fund Administration She joined HSBC (Malaysia) Trustee Berhad in December 2008. She holds an Advanced Diploma in Business Administration - Institute of Business Administration and Management (IBAM). She was one of the pioneer staff in setting up two unit trust management companies and has more than 13 years working experience in the unit trust industry. FUND MANAGEMENT SDN BHD (43811-W) 50 12.5 Master Prospectus 2009 Duties and Responsibilities of the Trustee The Trustee’s main functions are to act as trustee and custodian of the assets of the Fund and to safeguard the interests of Unit Holders of the Fund. In performing these functions, the Trustee has to exercise all due care and diligence and is required to act in accordance with the provisions of the Deed, Capital Markets and Services Act 2007 and the Securities Commission’s Guidelines on Unit Trust Funds. Apart from being the legal owner of the Fund’s assets, the Trustee is also responsible for ensuring that the Manager performs its duties and obligations in accordance with the provisions of the Deed, Capital Markets and Services Act 2007 and the Guidelines. 12.6 Retirement or Removal or Replacement of the Trustee The Trustee may retire upon giving three (3) months’ notice to the Manager of its desire to do so, or such shorter period as the Manager and the Trustee may agree, and may by Deed appoint in its stead or as an additional trustee a new trustee approved by the relevant authorities and under any relevant law. The Trustee may be removed and another trustee may be appointed by Special Resolution of the Unit Holders at a duly convened meeting of which notice has been given to the Unit Holders in accordance with the Deed. 12.7 Power of Trustee to Remove, Retire or Replace the Manager The Manager may be removed by the Trustee on the grounds that the Manager: (a) the Manager has gone into liquidation, except for the purpose of amalgamation or reconstruction or some similar purpose; or has had a receiver appointed; or has ceased to carry on business; or is in breach of any of its obligations or duties under the Deed or the relevant laws; or has ceased to be eligible to be a management company under the relevant laws; or (b) the Manager has failed or neglected to carry out its duties to the satisfaction of the Trustee and the Trustee considers that it would be in the interests of Unit Holders for it to do so after the Trustee has given notice to it of that opinion and the reasons for that opinion, and has considered any representations made by the Manager in respect of that opinion, and after consultation with the relevant authorities and with the approval of the Unit Holders by way of a Special Resolution. In any of the above said grounds, the Manager shall upon receipt of a written notice from the Trustee ipso facto cease to be the management company of the Fund. The Trustee shall, at the same time, by writing appoint some other corporation approved by the relevant authorities to be the management company of the Fund; such corporation shall have entered into such deed or deeds as the Trustee may consider to be necessary or desirable to secure the due performance of its duties as management company for the Fund. 12.8 Material Litigation As at 3 November 2008, the Trustee is not engaged in any material litigation and arbitration, including those pending or threatened, and is not aware of any facts likely to give rise to any proceedings which might materially affect the business/financial position of the Trustee and any of its delegates. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 12.9 51 Trustee’s Delegate The Trustee has appointed The Hongkong And Shanghai Banking Corporation Ltd as custodian of the quoted and unquoted local investments of the Fund. The assets of the Fund are held through their nominee company, HSBC Nominees (Tempatan) Sdn Bhd. If and when the Fund should invest overseas, HSBC Institutional Trust Services (Asia) Limited will be appointed as the custodian of the foreign assets of the Fund. Both The Hongkong And Shanghai Banking Corporation Ltd and HSBC Institutional Trust Services (Asia) Limited are wholly owned subsidiaries of HSBC Holdings Plc, the holding company of the HSBC Group. The custodian’s comprehensive custody and clearing services cover traditional settlement processing and safekeeping as well as corporate related services including cash and security reporting, income collection and corporate events processing. All investments are automatically registered into the name of the Fund. The custodian acts only in accordance with instructions from the Trustee. Trustee’s Delegates 1) The Hongkong And Shanghai Banking Corporation Limited (As Custodian) and assets held through HSBC Nominees (Tempatan) Sdn Bhd (Co. No. 258854-D) No 2 Leboh Ampang 50100 Kuala Lumpur Telephone No: (603)20700744 Fax No: (603)20729787 2) HSBC Institutional Trust Services (Asia) Limited 6th Floor, Tower One HSBC Centre No 1 Sham Mong Road Kowloon, Hong Kong Telephone No: (852)25336333 Fax No: (852)28696120 FUND MANAGEMENT SDN BHD (43811-W) 52 Master Prospectus 2009 13. SALIENT TERMS OF THE DEEDS 13.1 RIGHTS AND LIABILITIES AS A UNIT HOLDER 13.1.1 Rights of Unit Holders As a Unit Holder of the Fund, and subject to the provisions of the Deed, you have the right: 1) to receive distributions, if any, of the Fund; 2) to participate in any increase in the NAV of Units of the Fund; 3) to call for Unit Holders’ Meetings and to vote for the removal of the Trustee or the Manager through a special resolution; 4) to exercise the cooling-off right (only for qualified investors); 5) to receive annual and interim reports on the Fund; and 6) to exercise such other rights and privileges as provided for in the Deed. However, a Unit Holder would not have the right to require the transfer to the Unit Holder of any of the investments of the Fund. Neither would a Unit Holder have the right to interfere with or to question the exercise by the Trustee (or the Manager on the Trustee’s behalf) of the rights of the Trustee as trustee of the investments of the Fund. 13.1.2 Liabilities of Unit Holders As a Unit Holder of the Fund, and subject to the provisions of the Deed, your liabilities would be limited to the following: 1) A Unit Holder would not be liable for nor would a Unit Holder be required to pay any amount in addition to the payment for Units of the Fund as set out in this Prospectus and the Deed. 2) A Unit Holder would not be liable to indemnify the Trustee and/or the Manager in the event that the liabilities incurred by the Trustee and/or the Manager on behalf of the Fund exceed the NAV of the Fund. Note: 13.2 Please be advised that if a Unit Holder invests in Units through an IUTA which adopts the nominee system of ownership, the Unit Holder would not be considered to be a Unit Holder under the Deed and the Unit Holder may consequently not have all the rights ordinarily exercisable by a Unit Holder (for example, the right to call for a Unit Holders’ Meeting and to vote thereat and the right to have the Unit Holder’s particulars appearing in the register of Unit Holders of the Fund). MAXIMUM FEES AND CHARGES PERMITTED The maximum rate of direct fees and charges allowable by the Deed are as follows:-. Fund Maximum Sales Charge Maximum Repurchase Charge KAF Jade Fund 10% of the Net Asset Value per Unit 5% of the Net Asset Value per Unit KAF Bond Fund 10% of the Net Asset Value per Unit 5% of the Net Asset Value per Unit KAF Money Market Fund 10% of the Net Asset Value per Unit 5% of the Net Asset Value per Unit FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 53 The maximum rate of indirect fees and charges allowable by the Deed are as follows:Fund Maximum Annual Management Fee Maximum Annual Trustee Fee KAF Jade Fund 2% of the Net Asset Value of the Fund 0.2% of the Net Asset Value of the Fund subject to a minimum of RM18,000 per annum (excluding foreign custodian fees and charges) KAF Bond Fund 1.5% of the Net Asset Value of the Fund 0.2% of the Net Asset Value of the Fund subject to a minimum of RM18,000 per annum (excluding foreign custodian fees and charges) KAF Money Market Fund 1.5% of the Net Asset Value of the Fund 0.2% of the Net Asset Value of the Fund subject to a minimum of RM18,000 per annum (excluding foreign custodian fees and charges) 13.3 PROCEDURES TO INCREASE THE DIRECT AND INDIRECT FEES AND CHARGES 13.3.1 Sales Charge The Manager may not charge a Sales Charge at a rate higher than that disclosed in a prospectus unless: (a) the Manager has notified the Trustee in writing of the higher rate and the date on which such higher rate is to become effective; (b) a supplemental prospectus stating the higher rate is issued thereafter; and (c) such time as may be prescribed by any relevant law shall have elapsed since the supplemental prospectus is issued. 13.3.2 Repurchase Fee The Manager may not charge a Repurchase Fee at a rate higher than that disclosed in a prospectus unless: (a) the Manager has notified the Trustee in writing of the higher rate and the date on which such higher rate is to become effective; (b) a supplemental prospectus stating the higher rate is issued thereafter; and (c) such time as may be prescribed by any relevant law shall have elapsed since the supplemental prospectus is issued. 13.3.3 Annual Management Fee The Manager does not intend to impose an Annual Management Fee however should at a rate higher than that disclosed in a prospectus unless: (a) the Manager has come to an agreement with the Trustee on the higher rate; (b) the Manager has notified the Unit Holders of the higher rate and the date on which such higher rate is to become effective; (c) a supplemental prospectus stating the higher rate is issued thereafter; and (d) such time as may be prescribed by any relevant law shall have elapsed since the supplemental prospectus is issued. FUND MANAGEMENT SDN BHD (43811-W) 54 Master Prospectus 2009 13.3.4 Annual Trustee Fee The Trustee may not charge an Annual Trustee Fee at a rate higher than that disclosed in a Prospectus unless: (a) the Manager has come to an agreement with the Trustee on the higher rate; (b) the Manager has notified the Unit Holders of the higher rate and the date on which such higher rate is to become effective; (c) a supplemental prospectus stating the higher rate is issued thereafter; and (d) such time as may be prescribed by any relevant law shall have elapsed since the supplemental prospectus is issued. 13.4 PERMITTED EXPENSES Only the expenses (or part thereof) which are directly related and necessary in operating and administering the Fund may be charged to the Fund. These would include (but are not limited to) the following: (a) commissions/fees paid to brokers in effecting dealings in the investments of the Fund, shown on the contract notes or confirmation notes; (b) taxes and other duties charged on the Fund by the Government and/or other authorities; (c) costs, fees and expenses properly incurred by the Auditor; (d) costs, fees and expenses incurred for the valuation of any investment of the Fund by independent valuers for the benefit of the Fund; (e) costs, fees and expenses incurred for any modification of this Deed save where such modification is for the benefit of the Manager and/or the Trustee; (f) costs, fees and expenses incurred for any meeting of the Unit Holders save where such meeting is convened for the benefit of the Manager and/or the Trustee; (g) costs, commissions, fees and expenses of the sale, purchase, insurance and any other dealing of any asset of the Fund; (h) costs, fees and expenses incurred in engaging any specialist approved by the Trustee for investigating or evaluating any proposed investment of the Fund; (i) costs, fees and expenses incurred in engaging any valuer, adviser or contractor for the benefit of the Fund; (j) (costs, fees and expenses incurred in the preparation and audit of the taxation, returns and accounts of the Fund; (k) costs, fees and expenses incurred in the termination of the Fund or the removal of the Trustee or the Manager and the appointment of a new trustee or management company; (l) costs, fees and expenses incurred in relation to any arbitration or other proceedings concerning the Fund or any asset of the Fund, including proceedings against the Trustee or the Manager by the other for the benefit of the Fund (save to the extent that legal costs incurred for the defence of either of them are not ordered by the court to be reimbursed by the Fund); (m) remuneration and out of pocket expenses of the independent members of the Investment Committee of the Fund, unless the Manager decides otherwise; (n) costs, fees and expenses deemed by the Manager to have been incurred in connection with any change or the need to comply with any change or introduction of any law, regulation or requirement (whether or not having the force of law) of any governmental or regulatory authority; and FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 55 (o) (where the custodial function is delegated by the Trustee) charges and fees paid to sub-custodians. 13.5 THE MANAGER’S RIGHT TO RETIRE The Manager has the power to retire in favour of some other corporation by giving to the Trustee three (3) months' notice in writing of the Manager’s desire so to do, or such other period as the Trustee and the Manager may agree upon, and subject to the fulfilment of the following conditions: 13.6 • the retiring Manager shall appoint such corporation by writing under its seal as the management company of the Fund in its stead and assign and transfer to such corporation all its rights and duties as management company of the Fund; • such corporation shall enter into such deed or deeds as the Trustee may consider to be necessary or desirable to secure the due performance of its duties as management company for the Fund; • upon the payment to the Trustee of all sums due from the retiring Manager to the Trustee at the date of such retirement, the retiring Manager shall be absolved and released from all further obligations hereunder provided always that any release so provided for and given shall not extend to any of the retiring Manager’s antecedent neglect by or act or default but without prejudice to the rights of the Trustee or any Unit Holder or other person in respect of any act or omission on the retiring Manager’s part prior to such retirement and the new management company may and shall thereafter exercise all the powers and enjoy all the rights and shall be subject to all the duties and obligations as fully as though such new management company had been originally a party to the Deed; THE MANAGER’S POWERS TO REMOVE / REPLACE TRUSTEE The Manager acts on the Unit Holders’ behalf and in the Unit Holders’ interests in consultation with the Trustee and the relevant authorities and/or with the Unit Holders’ approval. The Manager is obliged to give the Unit Holders notice in writing to consider the removal of the Trustee if the Trustee fails or neglects to carry out its duties as stipulated in the Deed and under the Act. The Manager shall take all reasonable steps to replace the Trustee as soon as practicable after becoming aware that: • the Trustee has ceased to exist; • the Trustee has not been validly appointed; • the Trustee is not eligible to be appointed or act as a trustee under the Act; • the Trustee has failed or refused to act as Trustee in accordance with the provisions and covenants of the Deed and the provisions of the Act; • a receiver is appointed over the whole or substantial part of the assets or undertaking of the Trustee and has not ceased to act under the appointment, • a petition is presented for the winding up of the Trustee (other than for the purpose of and followed by a reconstruction, unless during or following such reconstruction the Trustee becomes or is declared to be insolvent); or • the Trustee is under investigation for conduct that contravenes the Trust Companies Act 1949, the Trustee Act 1949, the Companies Act 1965 or any securities law The Trustee may be removed and another trustee may be appointed by special resolution of the Unit Holders at a duly convened meeting of which notice has been given to the Unit Holders in accordance with the Deed. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 57 (a) sell all the assets of the Fund then remaining in its hands and pay out of the Fund any liabilities of the Fund; such sale and payment shall be carried out and completed in such manner and within such period as the Trustee considers to be in the best interests of the Unit Holders; and (b) from time to time distribute to the Unit Holders, in proportion to the number of units held by them respectively: i) the net cash proceeds available for the purpose of such distribution and derived from the sale of the investments and assets of the Fund less any payments for liabilities of the Fund; and ii) any available Cash Produce; provided always that the Trustee shall not be bound, except in the case of final distribution, to distribute any of the moneys for the time being in his hands the amount of which is insufficient for payment to the Unit Holders of Fifty (50) sen in respect of each unit and provided also that the Trustee shall be entitled to retain out of any such moneys in his hands full provision for all costs, charges, taxes, expenses, claims and demands incurred, made or anticipated by the Trustee in connection with or arising out of the winding-up of the Fund and, out of the moneys so retained, to be indemnified against any such costs, charges, taxes, expenses, claims and demands; each such distribution shall be made only against the production of such evidence as the Trustee may require of the title of the Unit Holder relating to the Units in respect of which the distribution is made. In the event of the Fund is terminated, the Trustee shall be at liberty to call upon the Manager to grant the Trustee, and the Manager shall so grant, a full and complete release from this Deed and the Manager shall indemnify the Trustee against any claims arising out of the Trustee's execution of the Deed provided always that such claims have not been caused by any failure on the part of the Trustee to exercise the degree of care and diligence required of a trustee as contemplated by this Deed and all relevant laws. The Trustee shall, as soon as it becomes aware that the Fund is to be terminated and wound-up, inform the relevant authorities of the same. Where the termination of the Fund and the winding-up of the Fund has been occasioned by any of the events set out herein; (a) if the Manager has gone into liquidation, except for the purpose of reconstruction or amalgamation upon terms previously approved in writing by the Trustee and the relevant authorities; (b) if, in the opinion of the Trustee, the Manager has ceased to carry on business; or (c) if, in the opinion of the Trustee, the Manager has to the prejudice of Unit Holders failed to comply with the provisions of the Deed or contravened any of the provisions of any relevant law; the Trustee shall summon for a Unit Holders meeting to get directions from the Unit Holders and also arrange for a final review and audit of the final accounts of the Fund by the Auditor of the Fund; in all other cases of termination of the trust and winding-up of the Fund, such final review and audit by the Auditor of the Fund shall be arranged by the Manager. 13.10 MEETINGS OF UNIT HOLDERS The Deed provides that the Trustee, Unit Holders or the Manager, as the Manager may convene Unit Holders’ Meetings. A resolution of Unit Holders may be required pursuant to the Deed for specific purposes, e.g. making certain amendments to the Deed, increasing the fees payable to the Trustee and the Manager, or removing the Trustee or the Manager. FUND MANAGEMENT SDN BHD (43811-W) 58 13.11 Master Prospectus 2009 QUORUM REQUIRED FOR CONVENING A UNIT HOLDERS MEETING The quorum required for a meeting of the Unit Holders shall be five (5) Unit Holders, whether present in person or by proxy, provided always that the quorum for a meeting of the Unit Holders convened for the purpose of voting on a special resolution shall be five (5) Unit Holders, whether present in person or by proxy, who must hold in aggregate at least twenty five per centum (25%) of the Units in circulation at the time of the meeting, and provided further that if the Fund has five (5) or less Unit Holders, the quorum required for a meeting of the Unit Holders of the Fund shall be two (2) Unit Holders, whether present in person or by proxy; if the meeting has been convened for the purpose of removing the Manager and/or the Trustee, the Unit Holders present in person or by proxy must hold in aggregate at least twenty five per centum (25%) of the Units in circulation at the time of the meeting. 13.12 UNIT HOLDERS MEETING CONVENED BY UNIT HOLDERS Unless otherwise required or allowed by the relevant laws, the Manager shall, within twenty-one (21) days of receiving an application from not less than fifty (50) or one-tenth (1/10) of all the Unit Holders, whichever is less, summon a meeting of the Unit Holders by: (a) sending by post at least seven (7) days before the date of the proposed meeting a notice of the proposed meeting to all the Unit Holders; and (b) publishing at least fourteen (14) days before the date of the proposed meeting an advertisement giving notice of the proposed meeting in a national language newspaper published daily and another newspaper approved by the relevant authorities. (c) specifying in the notice the place and time of the meeting and the terms of the resolutions to be proposed at the meeting. The Unit Holders may apply to the Manager to summon a meeting for any purpose including, without limitation, for the purpose of: (a) requiring the retirement or removal of the Manager; (b) requiring the retirement or removal of the Trustee; (c) considering the most recent financial statements of the Fund; or (d) giving to the Trustee such directions as the meeting thinks proper; provided always that the Manager shall not be obliged to summon such a meeting unless application has been received from not less than fifty (50) or one-tenth (1/10) of all the Unit Holders, whichever is the lesser number. 13.13 UNIT HOLDERS MEETING CONVENED BY MANAGER OR TRUSTEE The Manager or Trustee may convene a Unit Holders’ meeting by giving Unit Holders written notice in the manner prescribed by the Deed or the relevant laws. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 14. 59 CONFLICT OF INTEREST Manager The Manager is not aware of any existing and/or proposed related party transactions or conflict of interest situations involving the Funds. The Manager has in place policies and procedures to deal with any conflict of interest situations. In making an investment transaction for the Funds, the Manager will not make improper use of its position in managing the Funds to gain, directly or indirectly, any advantage or to cause detriment to the interests of Unit Holders. Where Directors or the Investment Committee members’ interests may conflict with that of the Funds, they are to refrain from participating in the decision-making process relating to the matter. Staffs are required to seek prior approval from the Compliance Officer before dealing in any form of securities. All transactions with related parties are to be executed on terms which are best available to the Funds and which are not less favourable to the Funds than an arms-length transaction between independent parties. Trustee As HSBC (Malaysia) Trustee Berhad is the Trustee for the Funds, there may be proposed related party transactions involving or in connection with the Funds in the following events: (1) where the Funds invest in instrument(s) offered by the HSBC Group (e.g. placement of monies, structured products, etc); (2) where the Funds are being distributed by the HSBC Group as IUTA; (3) where the assets of the Funds are being custodised by the HSBC Group both as sub-custodian and global custodian of the Fund (i.e. Trustee’s delegate); and (4) where the Funds obtain financing as permitted under the Guidelines, from the HSBC Group. The Trustee has in place policies and procedures to deal with any conflict of interest situation. The Trustee will not make improper use of its position as the owner of the Funds’ assets to gain, directly or indirectly, any advantage or cause detriment to the interests of Unit Holders. Any related party transaction is to be made on terms which are best available to the Funds and which are not less favourable to the Funds than an arms-length transaction between independent parties. FUND MANAGEMENT SDN BHD (43811-W) 60 15. Master Prospectus 2009 APPROVALS AND CONDITIONS Sub-paragraph 2.0(2) of Schedule C Appendix I to the Guidelines 3rd Edition issued on 1 April 2003 and updated on 30 September 2003 The above restriction says that “the value of the fund’s holding in the securities/instruments of, and the securities/instruments relating to, any single issuer must not exceed 15% of the fund’s NAV”. As the KJF will be investing more than 15% of its NAV in a collective investment scheme (i.e. the Credit Agricole Greater China Fund), the Manager has sought an exemption and variation from the Guidelines. The SC has on 30 May 2006 allowed the Manager to invest 30% of its NAV into the collective investment scheme. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 16. 61 TAXATION OF THE FUNDS The Board of Trustee/Directors KAF Fund Management Sdn Bhd Level 13, Chulan Tower No.3 Jalan Conlay 50450 Kuala Lumpur 4 November 2009 Dear Sirs Re: Taxation of the Fund and Unit Holders This letter has been prepared for inclusion in the Prospectus in connection with the registration of the KAF Money Market Fund, the KAF Jade Fund, and the KAF Bond Fund (“the Funds”):Taxation of the Fund The Funds are treated as a unit trust for Malaysian tax purposes. The taxation of the Funds are therefore governed principally by Sections 61 and 63B of the Malaysian Income Tax Act, 1967 (“the Act”). Subject to certain exemptions, the income of the Funds in respect of investment income derived from or accruing in Malaysia after deducting tax allowable expenses, is liable to Malaysian corporate income tax at the rate of 25% for Year of Assessment (“YA”) 2009 and subsequent years of assessment. Investment income derived from sources outside Malaysia and received in Malaysia is exempt from Malaysian income tax. However, such income may be subject to tax in the country from which it is derived. Capital gains from the realisation of investments (whether local or foreign) by the Funds will not be subject to income tax. With effect from YA 2008, the single-tier company income tax system (“single-tier system”) replaced the previous dividend imputation system. Under the previous dividend imputation system, generally taxable Malaysian dividend income received by the Funds would have suffered a tax deduction at source. Such tax deducted would generally be available for set-off either wholly or partly against the tax liability of the Funds under the dividend imputation system. Any excess over the tax liability would generally be refundable to the Funds. Under the single tier system, dividend income (which is paid or credited under the single-tier system) received by the Funds will be exempted, and there will be no tax deducted at source available to the Funds in respect of such dividend income. Saving and transitional provisions apply during the period from 1 January 2008 to 31 December 2013. During such transitional period, the Funds may receive dividends which are paid under the dividend imputation system and/or dividends which are paid or credited under the single-tier system. During the transitional period, only dividends (which are paid under the dividend imputation system) paid in the form of cash on ordinary shares (held continuously for 90 days or more, but the 90 days condition does not apply to dividends received from shares in public listed companies) would be entitled to the tax deducted at source. The tax deducted at source will be available for set-off either wholly or partly against the tax liability of the Funds. Other non-ordinary shares dividends received by the Funds would be exempted from tax. Interest income earned by the Funds from the following are exempt from tax:• any savings certificates issued by the Government of Malaysia; or • securities or bonds issued or guaranteed by the Government of Malaysia; or FUND MANAGEMENT SDN BHD (43811-W) 62 Master Prospectus 2009 • debentures (or Islamic Securities, as proposed during the 2010 Budget tabled in the Parliament on 23 October 2009) (yet to be gazetted), other than convertible loan stock, approved by the Securities Commission; or • Bon Simpanan Malaysia issued by the Central Bank of Malaysia; or • bonds or securities issued by Pengurusan Danaharta Nasional Berhad; or • bonds, other than convertible loan stock, issued by any company listed in Malaysia Exchange of Securities Dealing and Automated Quotation Berhad; or • A bank or financial institution licensed under the Banking and Financial Institution Act 1989 or Islamic Banking Act 1983. • Islamic securities (including sukuks) originating from Malaysia, other than convertible loan stock, issued in any currency other than Ringgit and approved by the Securities Commission (or Labuan Offshore Financial Services Authority as proposed during the 2010 Budget tabled in the Parliament on 23 Octoberf009) (yet to be gazetted). Any income received by the Funds from Sukuk Issue which has been issued by the Malaysia Global Sukuk Inc will be exempt from tax. Discount or profit received by the Funds from sale of bonds or securities issued by Pengurusan Danaharta Nasional Berhad or Danaharta Urus Sendirian Berhad is exempt from tax. Discounts earned by the Funds from the following are also exempt from tax:• securities or bonds issued or guaranteed by the Government; or • debentures (or Islamic Securities, as proposed during the 2010 Budget tabled in the Parliament on 23 October 2009) (yet to be gazetted), other than convertible loan stock, approved by the Securities Commission; or • Bon Simpanan Malaysia issued by the Central Bank of Malaysia. Under the dividend imputation system, deduction in respect of the Funds’ expenses such as manager’s remuneration, maintenance or register of shareholders, share registration expenses, secretarial, audit and accounting fees, telephone charges, printing and stationery costs and postage are generally allowed based on a prescribed formula subject to a minimum of 10 percent and a maximum of 25 percent of the total of these expenses. Under the single0tier system, expenses incurred by the Funds in relation to dividend income (which is paid or credited under the single-tier system) are disregarded. Saving and transitional provisions apply during the period from 1 January 2008 to 31 December 2013. Taxation of Unit Holders Unit holders are taxed on an amount equivalent to their share of total taxable income of the Funds, to the extent that this is distributed to them. The income distribution from the Funds may carry with it applicable tax credits proportionate to each unit holder’s share of the total taxable income in respect of the tax paid by the Funds. Unit holders will be entitled to utilise the tax credit as a set off against the tax payable by them. Any excess over their tax liability will be refunded to the unit holders. No other withholding tax will be imposed on the income distribution of the Funds. Corporate unit holders, resident or non resident in Malaysia, would be taxed at the corporate tax rate of 25% for YA 2009 and subsequent years of assessment, on distributions of income from the Funds to the extent of an amount equivalent to their share of the total taxable income of the Funds. Corporate unit holders whose paid-up capital in the form of ordinary shares does not exceed RM2.5 million will be subject to a tax rate of 20% on chargeable income of up to RM500,000. For chargeable income in excess of RM500,000, the tax rate of 25% for YA 2009 and subsequent years of assessment, will still apply. However, with effect from YA 2009 the said tax rate of 20% on chargeable income of up to RM500,000 will not apply if more than 50% of the paid up capital in respect of ordinary shares of the company is directly or indirectly owned by a holding company which has a paid up capital exceeding RM2.5 million in respect of ordinary shares, or vice versa, or more than.50% of the paid up capital in respect of ordinary shares of both companies are directly or indirectly owned by another company. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 63 Individuals and other non-corporate unit holders who are resident in Malaysia will be subject to income tax at scale rates. The prevailing scale rates range from 1% to 27% with effect from YA 2009. It was proposed during the 2010 Budget tabled in the Parliament on 23 October 2009, that amongst other things, the top marginal tax rate of 27% be reduced by 1 % to 26% with effect from YA 2010 (yet to be gazetted). Individuals and other non-corporate unit holders who are not resident in Malaysia for tax purposes, will be subject to Malaysian income tax (the prevailing rate is 27%). It was proposed during the 2010 Budget tabled in the Parliament on 23 October 2009, that amongst other things, the top marginal tax rate of 27% be reduced by 1% to 26% with effect from YA 2010 (yet to be gazetted). Non resident unit holders may also be subject to tax in their respective jurisdictions and depending on the provisions of the relevant tax legislation and any double tax treaties with Malaysia, the Malaysian tax suffered may be creditable in the foreign tax jurisdictions. The distribution of single-tier dividends and other tax exempt tax income by the Funds will be exempted from tax in the hands of the unit holders in Malaysia. Distribution of foreign income will also be exempted from tax in the hands of the unit holders. Unit split by the Funds will be exempted from tax in Malaysia in the hands of the unit holders. Any gains realised by the unit holders (other than financial institutions, insurance companies and those dealing in securities) from the transfers or redemptions of the units are treated as capital gains which are not subject to income tax in Malaysia. However, certain unit holders may be subject to income tax in Malaysia on such gains, due to specific circumstances of the unit holders. The tax position is based on the Malaysian tax laws and provisions as they stand as at present. All prospective investors should not treat the contents of this letter as advice relating to taxation matters and are advised to consult their own professional advisers concerning their respective investments. FUND MANAGEMENT SDN BHD (43811-W) 64 17. Master Prospectus 2009 CONSENTS The Trustee, the Auditors, the Tax Advisers and the Solicitors have given their consent to the inclusion of their names in the form and context in which such names appear in this Master Prospectus and have not withdrawn such consent prior to the lodgement of a copy of this Master Prospectus for registration. The Tax Advisers have given their consent to the inclusion of the Tax Advisers’ letter on Taxation of the Funds and Unit Holders in the form and context in which it appears in this Master Prospectus and have not withdrawn such consent prior to the lodgement of a copy of this Master Prospectus for registration. FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 18. 65 DOCUMENTS AVAILABLE FOR INSPECTION Unit Holders may inspect without charge, at the registered offices of the Manager and the Trustee, for a period of not less than 12 months from the date of this Master Prospectus, the following documents or copies thereof, where applicable: (a) The deed and supplemental deed of the Fund. (b) Each material contract or document referred to in the Master Prospectus. (c) All reports, letters or other documents, valuations and statements by any expert, any part of which is extracted or referred to in the Master Prospectus. (d) Latest audited accounts of the Manager and the Fund for the current financial year (where applicable). (e) The audited accounts of the Manager for the current financial year (where applicable) and for the last three financial years or from the date of establishment/corporation if less than 3 years, preceding the date of the Master Prospectus. (f) Any consent given by experts or persons whose statement appears in the Master Prospectus. FUND MANAGEMENT SDN BHD (43811-W) 66 19. Master Prospectus 2009 UNIT TRUST LOAN FINANCING RISK DISCLOSURE STATEMENT 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, attitudes to risk and financial circumstances. You should be aware of the risks, which would include the following:(i) The higher the margin of financing (that is, the amount of money you borrow for every Ringgit of your own money that you put in as deposit or down payment) the greater the potential for losses as well as gains. (ii) 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. (iii) If unit prices fall beyond a certain level, you may be asked to provide additional acceptable 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 to settle your loan. (iv) 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 instead. 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. The 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 the loan. If you are in doubts in respect of any 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 : FUND MANAGEMENT SDN BHD (43811-W) Master Prospectus 2009 20. 67 DIRECTORS’ DECLARATION This Master Prospectus has been seen and approved by the Directors of the Management Company of the unit trust fund, and they collectively and individually accept full responsibility for the accuracy of all information contained herein and confirmed, having made all enquiries which are reasonable in the circumstances, that to the best of their knowledge and belief, there are no other facts the omission of which would make any statement herein misleading: Directors: YM Raja Dato’ Mufik Affandi bin Raja Khalid Datuk Khatijah binti Ahmad Thariq Usman bin Ahmad Zulkifli bin Ishak Dato’ Norraesah binti Haji Mohamad Abdul Rahim bin Ismail FUND MANAGEMENT SDN BHD (43811-W) FUND MANAGEMENT SDN BHD ACCOUNT OPENING FORM (43811-W) Level 13, Chulan Tower, No. 3 Jalan Conlay, 50450 Kuala Lumpur, Malaysia Tel. No.: 603-2168 8998 Fax: 603-2168 8986 Website: http: //www.kaf.com.my Email: [email protected] This application form should not be circulated unless accompanied by a Prospectus 1. PARTICULARS OF APPLICANT (INDIVIDUAL / INSTITUTION) Individual Joint Institution If you are an existing KAF Seagroatt & Campbell Securities Sdn Bhd client, please provide your existing Client Code: Full name : (as in NRIC / Passport or as per Certificate of Incorporation) New NRIC No. / Passport No./ Company Registration No. : Old NRIC No. : Address : Postcode : City/State: Tel. No.: Gender : Fax No.: Male Female Nationality : Race : Date of Birth : D D M M Y Y Y Y Please provide us with your bank account details: Bank: Branch: Account No: INSTITUTIONAL APPLICANT ONLY Contact person 1 : Contact person 2 : Email : Email : 2. PARTICULARS OF JOINT APPLICANT Full name ( as in NRIC / Passport ) : New NRIC No. : Gender : Male Old NRIC No. : Female Nationality : Relationship : Race : Date of Birth : D D M M Y Y Y Y Operating Instruction : Both must sign Either one may sign Only First applicant to sign 3. INVESTMENT PARTICULARS Name of Fund : Amount : 1. KAF MONEY MARKET FUND RM . 0 0 2. KAF JADE FUND RM . 0 0 3. KAF BOND FUND RM . 0 0 4. PAYMENT MODE Cash Cheque* EPF** Bank Draft** Telegraphic Transfer *** Bank: Cheque No.: * If payment is via the EPF investment scheme, please complete & attach the KWSP 9F (AHL) form, along with a photocopy of your IC with thumbprints. ** Please make all cheques payable to KAF FUND MANAGEMENT SDN BHD *** Please fax the telegraphic confirmation to KAF Fund Management Sdn Bhd at +603 2168 8986 5. DECLARATION I/We have read and understood the contents of the Prospectus and agree to be bound by the terms and conditions of the trust and any supplemental conditions upon becoming a unitholder. I am / We are over 18 years old on this application date. I/We confirm that we are aware of the fees and charges that will be included directly or indirectly when investing in the Funds. Signature of First Applicant / Authorized Signatory Signature of Joint Applicant / Authorized Signatory Date : Date : Affix seal or Company Stamp 6. FOR OFFICE USE Code : Checked by : Date : KFM Client's no.: Processed by : Date : Unit Trust Loan Financing Risk Disclosure Statement 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, attitudes to risk and financial circumstances. You should be aware of the risks, which would include the following:(i) The higher the margin of financing (that is, the amount of money you borrow for every Ringgit of your own money that you put in as deposit or down payment) the greater the potential for losses as well as gains. 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. (ii) If unit prices fall beyond a certain level, you may be asked to provide additional acceptable 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 to settle your loan. (iii) 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 instead. 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. (iv) 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 the loan. If you are in doubts in respect of any 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: NOTIFICATION OF BENEFICIARY DETAIL I wish to nominate the following beneficiary/ies to my account with your company:Beneficiary Detail:1. Name: 2. Name: NRIC: NRIC Address: Address: Beneficiary Signature: Beneficiary Signature: This notification shall remain in force until further notice. Yours sincerely, Name: (First Applicant) Date: Witnessed By: Name: (Joint Application) Date: Name: NRIC / Passport No.: Date: FUND MANAGEMENT SDN BHD INVESTMENT FORM (43811-W) Level 13, Chulan Tower, No. 3 Jalan Conlay, 50450 Kuala Lumpur, Malaysia Tel. No.: 603-2168 8998 Fax: 603-2168 8986 Website: http: //www.kaf.com.my Email: [email protected] This application form should not be circulated unless accompanied by a Prospectus 1. PARTICULARS OF APPLICANT (INDIVIDUAL / INSTITUTION) KAF Fund Management Client No.: Full name (as in NRIC / Passport or as per Certificate of Incorporation) : New NRIC No. / Passport No. / Company Registration No. : Old NRIC No. : 2. PARTICULARS OF JOINT APPLICANT Full name ( as in NRIC / Passport ) : New NRIC No. / Passport No.: Old NRIC No. : 3. FUND ADDITIONAL INVESTMENT REQUEST Name of Fund : Amount : 1. KAF MONEY MARKET FUND RM . 0 0 2. KAF JADE FUND RM . 0 0 3. KAF BOND FUND RM . 0 0 Payment method Cash Cheque* EPF** Bank Draft** Telegraphic Transfer *** Bank: Cheque No.: * If payment is via the EPF investment scheme, please complete & attach the KWSP 9F (AHL) form, along with a photocopy of your IC with thumbprints. ** Please make all cheques payable to KAF FUND MANAGEMENT SDN BHD *** Please fax the telegraphic confirmation to KAF Fund Management Sdn Bhd at +603 2168 8986 4. FUND REDEMPTION REQUEST Name of Fund : Redemption : Unit: Amount : 1. KAF MONEY MARKET FUND Full Partial RM . 0 0 2. KAF JADE FUND Full Partial RM . 0 0 3. KAF BOND FUND Full Partial RM . 0 0 *Telegraphic transfer is only available for redemption above RM10,000. Please tick if you prefer this method of payment for transactions above RM10,000. If you have ticked the box for Telegraphic transfer, please provide us with your Bank Account details to enable the transfer. Bank: Branch : A/C No.: 5. FUND SWITCHING REQUEST Name of Fund : Switch to : Amount : 1. 1. All 2. 2. All 3. 3. All or RM . 0 0 RM . 0 0 RM . 0 0 6. AUTHORIZED SIGNATORIES I/We have read and understood the contents of the Prospectus and agree to bound by the terms and conditions of the trust and any supplemental conditions for the funds to be invested in and agree to be bound by the terms and conditions for the subsequent transaction with KAF Fund Management Sdn Bhd (KFM). I/We acknowledge and accept that KFM has absolute discretion to rely on this confirmation from me/us and I / we undertake to indemnify and hold harmless on KFM and its employees against all cost, expenses, loss of liabilities, and demands arising out of this confirmation. I/We confirm that we are aware of the fees and charges that will be included directly or indirectly when investing in the Funds. Signature of First Applicant / Authorized Signatory Signature of Joint Applicant / Authorized Signatory Date : Date : Affix seal or Company Stamp 7. FOR OFFICE USE Code : Checked by : Date : Processed by : Date :