Thank you for requesting this Product Disclosure Statement from Funds Focus. Fee Reduction As highlighted within our offers page, whilst most managed funds typically pay an entry fee of up to 5%. Applications lodged through Wealth Focus will receive a rebate of up to 5% directly into your fund, providing you with more money in your fund. How to Apply Please have a read through the PDS and if you would like to invest the application pages can generally be found towards the back of the document. You will only need to send the application section back with a cheque payable direct to the investment company (not ourselves). You should take note of any minimum investment amounts that may apply. Then mail the completed application directly to us. We will then check to ensure your form is completed correctly before forwarding your document on to the investment provider on your behalf. Wealth Focus Pty Ltd Reply Paid 760 Manly NSW 1655 Please note that we are unable to track applications mailed directly to the product provider and therefore cannot guarantee that your discounts have been applied in these instances. Should you wish to take advantage of our free annual valuation and tax report for all your investments you should complete our broker nomination form for The Wealth Focus Investment Service. Regards Sulieman Ravell Managing Director Wealth Focus Pty Ltd ABN 87 123 556 730 56 The Corso, Manly, NSW 2095 Postal Address: Reply Paid 760, Manly, NSW 1655 Requirements for verifying your identity under the new Anti Money Laundering (AML)/Counter Terrorism Financing (CTF) Act The new AML/CTF Act cameinto effect on the 12th December 2007. All financial planning and fund management companies are now required to collect, verify and store specific customer information before arranging certain services such as managed investments for a client. It is designed to prevent, detect and protect Australian business from money laundering and the financing of terrorist activities. We are currently in a transition phase and as such whilst most companies will not accept any new business without a person identity being verified, there are a number that still do not. To avoid confusion, we request that all new applications are sent with ‘certified documentation’. We’ve found that the easiest way to provide the required documentation is to have a copy of your driving licence or passport certified by Australia Post or a Justice of the Peace (please see following page for a full list of individuals that can certify documentation). Once this has been completed, under the current requirements we will not require you to send identification again. What you need to do You will need to enclose a certified piece of photographic evidence or one piece of primary non-photographic evidence and one piece of secondary evidence (please refer to the Identification Form for document requirements), with your application form and post to us at the following address Wealth Focus Pty Ltd Reply Paid 760 Manly NSW 1655 Please do not send us original driving licences or passports as these can very easily get lost in the post. Copies of documents can be certified by an authorised individual, they will need to sight and verify that the copy is a ‘certified true copy’, sign, date, print their name and list their qualification. ANTI-MONEY LAUNDERING REQUIREMENT FOR NEW APPLICATIONS IDENTIFICATION FORM INDIVIDUALS & SOLE TRADERS GUIDE TO COMPLETING THIS FORM (MUST BE INCLUDED WITH ALL NEW APPLICQATIONS) o Complete one form for each applicant. Complete all applicable sections of this form in BLOCK LETTERS. o Please contact us on 1300 55 98 69 if you have any queries. o If you wish to apply in the name of a super fund, trust or company, please contact us for an alternative identification form. SECTION 1A: PERSONAL DETAILS Date of Birth dd/mm/yyyy Surname Full Given Name(s) Residential Address (PO Box is NOT acceptable) Street Suburb State Postcode Country COMPLETE THIS PART IF INDIVIDUAL IS A SOLE TRADER Full Business Name (if any) ABN (if any) Principal Place of Business (if any) (PO Box is NOT acceptable) Street Suburb State Postcode Country Who can verify customer identity documents? Please find below a list of all the Approved Individuals that can certify documents: • A Justice of the Peace • An agent of the Australian Postal Corporation who is in charge of an office supplying postal services to the public, or a permanent employee with more than two years continuous service (who is employed in an office supplying postal services to the public) • A notary public (for the purposes of the Statutory Declaration Regulations 1993) • A person who is enrolled on the roll of the Supreme Court of a State or Territory, or the High Court of Australia, as a legal practitioner (however described) • A judge, magistrate, registrar or deputy registrar of a court • A chief executive officer of a Commonwealth Court • A police officer • An Australian consular or diplomatic officer (within the meaning of the Consular Fees Act 1955) • An officer or finance company officer with two or more continuous years of service with one or more financial institutions (for the purposes of the Statutory Declaration Regulations 1993) • An officer with, or authorised representative of, a holder of an Australian Financial Services Licence, having two or more continuous years of service with one or more licensees, and • A member of the Institute of Chartered Accountants in Australia, CPA Australia or the National Institute of Accountants with more than two years continuous membership. 1/2 V 200712.04 IDENTIFICATION FORM INDIVIDUALS & SOLE TRADERS VERIFICATION PROCEDURE Attach a certified copy of the ID documentation used as proof of identity. ID enclosed should verify the applicant’s full name; and EITHER their date of birth or residential address. o Complete Part I (or if the individual does not own a document from Part I, then complete either Part II or III.) o Contact your licensee if the individual is unable to provide the required documents. PART I – ACCEPTABLE PRIMARY ID DOCUMENTS Tick 3 Select ONE valid option from this section only Australian State / Territory driver’s licence containing a photograph of the person Australian passport (a passport that has expired within the preceding 2 years is acceptable) Card issued under a State or Territory for the purpose of proving a person’s age containing a photograph of the person Foreign passport or similar travel document containing a photograph and the signature of the person* PART II – ACCEPTABLE SECONDARY ID DOCUMENTS – should only be completed if the individual does not own a document from Part I Tick 3 Tick 3 Select ONE valid option from this section Australian birth certificate Australian citizenship certificate Pension card issued by Centrelink Health card issued by Centrelink AND ONE valid option from this section A document issued by the Commonwealth or a State or Territory within the preceding 12 months that records the provision of financial benefits to the individual and which contains the individual’s name and residential address A document issued by the Australian Taxation Office within the preceding 12 months that records a debt payable by the individual to the Commonwealth (or by the Commonwealth to the individual), which contains the individual’s name and residential address. Block out the TFN before scanning, copying or storing this document. A document issued by a local government body or utilities provider within the preceding 3 months which records the provision of services to that address or to that person (the document must contain the individual’s name and residential address) If under the age of 18, a notice that: was issued to the individual by a school principal within the preceding 3 months; and contains the name and residential address; and records the period of time that the individual attended that school PART III – ACCEPTABLE FOREIGN ID DOCUMENTS – should only be completed if the individual does not own a document from Part I Tick 3 BOTH documents from this section must be presented Foreign driver's licence that contains a photograph of the person in whose name it issued and the individual’s date of birth* National ID card issued by a foreign government containing a photograph and a signature of the person in whose name the card was issued* *Documents that are written in a language that is not English must be accompanied by an English translation prepared by an accredited translator. 2/2 Perpetual Protected Investments – Series 3 Supplementary Product Disclosure Statement Number 1 dated 23 May 2008 for Combined Financial Services Guide and Product Disclosure Statement dated 17 March 2008 Issued by Perpetual Investment Management Limited ABN 18 000 866 535 AFSL 234426 About this Supplementary Product Disclosure Statement Federal Budget impact on Perpetual Protected Investments – Series 3 This Supplementary Product Disclosure Statement (SPDS) is to be read in conjunction with Combined Financial Services Guide and Product Disclosure Statement for Perpetual Protected Investments – Series 3 dated 17 March 2008 (Combined FSG & PDS). In the Federal Budget on 13 May 2008, the government announced its intention to change the RBA Indicator Benchmark Rate in the Income Tax Assessment Act 1997 from the RBA’s Indicator Rate for Personal Unsecured Loans – Variable Rate (14.60%*) to the RBA Indicator Rate for Standard Housing Loans – Variable Rate (9.45%*) and that this change, once legislated, will apply to any capital protected borrowing arrangements entered into after 7:30pm 13 May 2008. From 23 May 2008, the Product Disclosure Statement for Perpetual Protected Investments - Series 3 comprises: b the Combined FSG and PDS, and b this SPDS. Purpose of this SPDS The purpose of this SPDS is to change and update the section headed Tax Consequences on page 28 of the Combined FSG and PDS following proposed changes to the interest rate deductibility for capital protected borrowings announced in the Federal Budget on 13 May 2008. Words in italics (like this) are defined in the Glossary on pages 38-39 of the Combined FSG and PDS. The dynamic management fee and the administration fee are expected to remain fully tax deductible. For more information see your adviser and the updated tax opinion from Baker & McKenzie solicitors at www.perpetual.com.au/structuredproducts/ppi3. Perpetual Protected Investments – Series 3 remains a tax effective investment structure Changes to the Combined FSG and PDS Under the section headed Tax Consequences on page 28 of the Combined FSG and PDS, the first paragraph on the right hand column is deleted and replaced with: ‘Interest on any of the loans is generally partially deductible.’ This means investors will only be eligible to claim tax deductions for interest on capital protected borrowings to a maximum of the relevant Benchmark Rate, with any interest and amounts paid for capital protection in excess of this rate being deemed to form part of a cost base for the purposes of future capital gains tax calculations. What you need to do? All applicants are required to sign the acknowledgement at the bottom of page 1 of the Application Form attached to the combined FSG and PDS. If there is no acknowledgement at the bottom of page 1 (either printed on the form or on an attached sticker) please print and sign the following ‘I/we acknowledge and declare that I/we have read and understood the Supplementary PDS dated 23 May 2008’ in the space at the bottom of page 1. The table below shows indicative deductibility based on the current indicative interest rates for each of the various loan options Loan Type* 24181_FAHPIS1_0508 Variable1 Fixed annually 2 Fixed for the term 1 2 3 * 3 Indicative interest rates* Indicative Indicator Rate* Excess Indicative Deductibility 10.10% 9.45% 0.65% 93.6% 10.40% 9.45% 0.95% 90.9% 10.30% 9.45% 0.85% 91.7% The RBA Indicator Rate will be the average Indicator Rate over the financial year The RBA Indicator Rate will be the rate for the relevant month the loan was taken out, for the financial year only The RBA Indicator Rate will be the rate for the relevant month the loan was taken out, fixed for the term All the interest rates in this SPDS are the most up to date as at 23 May 2008 but may change which will vary the deductibility outcome. 23646_AABPES3_0308 Perpetual Protected Investments – Series 3 New South Wales Angel Place Level 12 123 Pitt Street Sydney NSW 2000 Perpetual Protected Investments – Series 3 Product Disclosure Statement Queensland Level 6 260 Queen Street Brisbane QLD 4000 South Australia Level 11 101 Grenfell Street Adelaide SA 5000 Victoria Level 28 360 Collins Street Melbourne VIC 3000 Western Australia Exchange Plaza Level 29 2 The Esplanade Perth WA 6000 www.perpetual.com.au Experience. The difference. Product Disclosure Statement Combined Financial Services Guide and Product Disclosure Statement Dated 17 March 2008 Issued by Perpetual Investment Management Limited ABN 18 000 866 535 AFSL 234426 www.perpetual.com.au Combined Financial Services Guide and Product Disclosure Statement This document contains: b Product Disclosure Statement (PDS) for Perpetual Protected Investments – Series 3 (‘the product’) (pages 1 to 35 and 38 to 76); and b Financial Services Guide (FSG) for the dynamic management services provided to Investors in the product (pages 36 to 37). The PDS is issued by Perpetual Investment Management Limited as responsible entity of Perpetual Protected Investments – Series 3. The FSG is issued by Perpetual Investment Management Limited as a licensed financial services provider. Glossary of terms There is a glossary on page 38 that explains the terms in italics (like this) used in the PDS and application form. About us Perpetual is one of Australia’s leading funds management companies, with over $37 billion under management (as at 31 December 2007). We aim to help Australians secure their financial independence and grow their wealth from generation to generation. We offer a range of managed funds to suit most investors’ risk profiles, investment timeframes and income and capital growth requirements. We have a range of products investing in Australian and international shares, property securities, direct property, credit, fixed interest, cash, diversified asset classes and a range of superannuation and pension investments. Important notice The information in this PDS is of a general nature only. It has not been prepared taking into account any particular Investor’s or classes of Investors’ investment objectives, financial situation or needs. Before you invest you should read this PDS in its entirety and assess whether the product and loans offered in this PDS are appropriate for your circumstances. You should also consider the tax implications of investing in the product and borrowing to invest. You should obtain independent financial or tax advice to help you with this. If you would like more information on the product or the loans, contact your adviser or call us (See inside back cover for contact details). Superannuation Investors – if you choose to borrow to invest with a Capitalised Investment Loan, you should also have an appropriate risk management statement in place and assess if gearing is an appropriate investment strategy in light of that policy. Perpetual Protected Investments – Series 3 is a managed investment scheme. Perpetual has lodged the scheme documents with ASIC in order to register the scheme. ASIC takes no responsibility for the scheme documents. We expect that the scheme will be registered before the offer opens and we will not accept any applications until the scheme is registered. Australian offer The PDS is only available to persons receiving it (electronically or otherwise) in Australia. You must be an Australian resident operating from Australia for Australian tax purposes to invest in the product. You must not be carrying on a business in the United Kingdom. Electronic copies If you are printing an electronic copy of the PDS you must print all pages including the application form. If you make the PDS available to another person you must give them the entire electronic file or print-out including the application form. All amounts in this PDS are in Australian dollars (unless otherwise specified) Repayment of capital and returns are not guaranteed There is no guarantee that the dynamic management strategy in this product will work. There is a risk that your portfolio may be less than the value of your protected amount at the protection end date. Neither Perpetual nor UBS nor any of their related entities or associates guarantee the performance of the product, the payment of any distributions, the repayment of capital invested or any particular rate of overall return. Participation in the product does not represent a deposit or any other liability of Perpetual or UBS or any related entities or associates of Perpetual or UBS. Investors have no recourse to or rights against UBS or any of their related entities or associates. The participation in the product is subject to investment risk, including possible delays in repayment, loss of income and capital invested. UBS has not been involved in the preparation of this PDS, is not the issuer of this product or this PDS and takes no responsibility for its contents, accuracy, completeness or its compliance with the Corporations Act (Cth) 2001. Changes to product information We may update the PDS for changes that are not materially adverse without issuing a supplementary PDS. This information will be available by contacting us or visiting www.perpetual.com.au/structuredproducts/ppi3. A paper copy of the PDS and updated information will be available free of charge on request. If we become aware of any change that is materially adverse we will replace the PDS or issue a supplementary PDS. If there is an increase in the fees and costs (other than federal government fees and charges and charges or fees of the funds included in the product) we will give you 30 days’ written notice. You should keep a copy of this PDS and any other supplementary material updating the PDS for future reference. Changes to the offer period We may vary the dates and times of the offer for the product. We may also vary any of the other key dates relevant to the product. Some key terms used in this PDS (also refer to Glossary on page 38) are: Applicant, you, your Person/entity that completes and lodges an application form to participate in the product. Borrower, you, your Applicants that complete and lodge an application form for a loan (and, where the context requires, prospective Borrowers). Investor, you, your The registered holder of an interest in the product (and where the context requires, prospective Investors). Lender means Perpetual Loan Company Limited No 2 (ABN 40 008 739 035), or another subsidiary of Perpetual Limited which provides of the loans under the Loan and Security Agreement. Perpetual, we, us, our means Perpetual Investment Management Limited (ABN 18 000 866 535) as the responsible entity of the product. Perpetual is a wholly owned subsidiary of Perpetual Limited (ABN 86 000 431 827). Perpetual is the issuer of the PDS. Perpetual entities means Perpetual Investment Management Limited, Perpetual Trustee Company Limited, and Perpetual Loan Company Limited No 2 collectively or individually as the context requires. Perpetual Group means Perpetual Limited (ABN 86 000 431 827) and its subsidiaries. PIML means Perpetual Investment Management Limited (ABN 18 000 866 535) in its ‘personal’ capacity as licensed financial services provider. PIML provides dynamic management services to Investors and is the issuer of the FSG. UBS means UBS AG, London branch, the provider of capital protection for the product. Contact us For further information, or a copy of any of our Product Disclosure Statements, please contact Perpetual: Website www.perpetual.com.au www.perpetual.com.au/structuredproducts/ppi3 Email ppi@perpetual.com.au Telephone During business hours, (Sydney time): Investor Service Centre 1800 002 513 Adviser Service Centre 1800 002 513 Fax Investors and advisers 02 8256 1416 Postal address No stamp required if posted in Australia Reply Paid 5126 Perpetual Protected Investments GPO Box 5126 Sydney NSW 2001 Contents Why invest? 2 Snapshot 4 Capital Protection: How do we protect your portfolio? 6 What are the risks? 8 Which funds can I choose from? 10 What are the fees and other costs? 18 Borrowing to invest – Part 1: Overview of loans and gearing 21 Borrowing to invest – Part 2: 100% Investment Loan and Annual Interest Loan 22 Borrowing to invest – Part 3: Capitalised Investment Loan 24 Additional information for all Borrowers 26 Taxation 29 Additional information for all Investors 30 Financial Services Guide 36 Glossary 38 Contacts 40 Who can apply? 41 How to apply? 42 Supporting documents for loans 43 Guide to completing the Application Form 45 Application Form 47 Why invest? Perpetual Protected Investments – Series 3 (the product) offers gearing with capital protection and no margin calls. This gives you the potential to accelerate your investment growth in positive markets while helping to safeguard your capital in any downturns. The product also delivers the benefits of a tax-effective structure. 1. Borrow up to 100% of your investment amount plus the interest. Non-Superannuation Investors¹ can borrow with a choice of: b 100% Investment Loan, with – fixed and variable interest options, plus – an Annual Interest Loan2 to borrow and prepay the interest on your 100% Investment Loan each year OR b a Capitalised Investment Loan to borrow up to approximately 50%3 of your total investment amount. Superannuation Investors can borrow directly under the product to gear your investments with a Capitalised Investment Loan. 2. Safeguard capital Perpetual Protected Investments – Series 3 provides you with access to a dynamic management strategy that aims to ensure your portfolio value will be at least equal to your protected amount at the protection end date (31 May 2015). 3. No margin calls The dynamic management strategy also means you don’t pay any margin calls along the way. 1 Loans offered are subject to credit approval. 2 Subject to choosing a fixed rate 100% Investment Loan 3 Estimate only – see page 24 for more details 2 4. Diversification You can tailor your portfolio and build a growth-oriented portfolio by choosing from a range of investment strategies. The product gives you capital protected exposure to Australian and global equities as well as other specialist asset classes including China and other Asian equities, global resources, global property and global infrastructure. Because we know choice and diversification are important to you, there is a selection of asset classes and investment managers. 5. Manage cash flow Payment of fees Throughout the term of the investment, the dynamic management and administration fees are automatically deducted out of the product so you do not have to pay these fees from other sources. Borrow to invest1 If you borrow to invest using a 100% Investment Loan you can lock in fixed interest payments allowing you to better plan your cash flows each year. If you borrow using a Capitalised Investment Loan you don’t have to make any repayments until the maturity date, completely freeing up your cash flow. 6. Tax-effective structure – you own the assets in your portfolio As an Investor in the product, you have absolute entitlement to the units in the funds you select. This means any capital gains and/or losses arising during the protection period in relation to those fund units should be directly attributed to you. Capital losses (if any) can be used to offset capital gains, including those from your other investments. In addition, if you borrow to invest, you will have the potential to claim a partial or full tax deduction for fees and interest on the loan as well as the fees for the product. 7. Capital gains lock-in During the protection period, some of the unrealised gains within your portfolio may be ‘locked-in’, increasing your protected amount. You may also be able to borrow a further amount against this increase (for investment purposes only), helping to build your wealth even faster. 8. Flexibility at the protection end date Because you own the units in the funds you select, you are able to decide what you do with them when the protection period ends, which means you control the timing of any capital gains tax event. You can continue holding the fund units (with no capital protection), redeem them for cash or potentially roll them over into another series of Perpetual Protected Investments (if one is available). Having absolute entitlement to the fund units provides you with flexibility and choice. Perpetual Protected Investments – Series 3 3 Snapshot Key dates2 Offer opens 26 May 2008 Offer closes 27 June 2008 Initial interest rate set date 20 June 2008 Investment Loan drawdown date 30 June 2008 Annual Interest Loan drawdown date 30 June 2008 then annually on each anniversary for the term of the product Investment date On or about 25 July 2008 (as soon as practicable after unit prices are published for all the funds) Protection start date The same day as the investment date Protection end date 31 May 2015 Maturity date (for loans) 31 May 2015 Investment strategies See page(s) Funds Australian equity funds You can determine your exposure1 to each of these funds through your choice of investment strategies. Ausbil Australian Active Equity Fund 11 to 17 Ausbil Australian Emerging Leaders Fund Challenger Wholesale Australian Share Fund Perpetual’s Wholesale Australian Fund Schroder Wholesale Australian Equity Fund Vanguard Australian Shares Index Fund Global equity funds AXA Wholesale Global Equity Value Fund DWS Global Equity Thematic Fund GVI Global Industrial Share Fund Perpetual’s Wholesale International Share Fund T. Rowe Price Global Equity Fund Vanguard International Shares Index Fund (Hedged) Specialist funds Aberdeen Asian Opportunities Fund Colonial First State Wholesale Global Resources Fund IOOF/Perennial Global Property Trust Macquarie International Infrastructure Securities Fund Merrill Lynch Global Allocation Fund (Aust) (Class D Units) Perpetual’s Wholesale Ethical SRI Fund Platinum Asia Fund Premium China Fund 1 The addition of capital protection through dynamic management means your exposure to the funds through the product is different to investing directly in the funds. Your portfolio will include fund units and a cash account and possibly call options. See ‘Performance of your portfolio and the funds’ on page 10. 2 Dates and times are indicative only and subject to change. 4 Minimum amounts for the loans and product Investment only 100% Investment Loan Capitalised Investment Loan Minimum loan amount n/a $50,000 (plus multiples of $5,0001) n/a2 Minimum total principal contribution $25,000 (plus multiples of $5,0001) n/a $25,000 (plus multiples of $5,0001) Minimum principal contribution per investment strategy $10,000 (plus multiples of $5001) n/a $5,000 (plus multiples of $5001) Minimum investment amount per investment strategy $10,000 (plus multiples of $5001) $10,000 (plus multiples of $5001) n/a2 Minimum withdrawal per investment strategy $10,000 (or balance under $10,000) subject to minimum remaining balance of $10,000. Amounts withdrawn prior to the protection end date are not capital protected. 1 Additional amounts must be in multiples of amount shown. 2 No minimum is shown because the minimum will be determined by the final Loan-to-Value Ratio (LVR). Perpetual Protected Investments – Series 3 5 Capital protection: How do we protect your portfolio? The product has been structured with the aim of ensuring that at the protection end date (31 May 2015) your portfolio value will be at least equal to your protected amount. This is your initial investment amount, adjusted upwards for any unrealised capital gains which have been ‘locked in’ during the term of the product. Here we explain how we manage your portfolio with the aim of achieving this objective. Protecting your investment with dynamic management The amount you invest in the product less the establishment fee will initially be 100% invested in units in the funds you select. We will then implement a strategy called dynamic management for your portfolio. Dynamic management involves us monitoring your portfolio value each day during the term of the product and, where necessary, switching your fund units in and out of call options. We do this with the assistance of UBS, an international investment bank. First we calculate your portfolio protection floor. This is the hypothetical amount that you would need to invest in fixed interest investments to make sure that your current portfolio value grows to an amount at least equal to your protected amount by the protection end date. We use the portfolio protection floor to help us decide how much of your portfolio to invest in fund units and how much to invest in call options. For example, assuming: We keep a ‘downside buffer’ between the portfolio protection floor and your portfolio value. If your portfolio value falls into this buffer, we will sell some of your fund units to buy call options. This is called a ‘sell trigger’. Once your portfolio value rises back above the ‘upside buffer’, we will exercise your call options to obtain fund units. This is called a ‘buy trigger’ (see Chart 1 below). Lower interest rates will raise the portfolio protection floor, resulting in a greater potential for allocation away from fund units and into call options than when interest rates are higher. While our main aim is to protect your capital, we also look to maximise your exposure to fund units, as this is where there is the greatest potential for capital growth. Chart 1 – Buy and sell triggers Portfolio value Investment amount Your portfolio will consist of fund units, a cash account and possibly call options. Buy trigger 100 Upside buffer Sell trigger Protected amount Portfolio protection floor Downside buffer Issue date Protection end date Source: Perpetual. (i) your current protected amount is $10,000 (the minimum investment), A ‘sell trigger’ means some of your fund units will be sold to buy call options. A ‘buy trigger’ means call options will be exercised to buy back into fund units in your chosen funds. (ii) it is exactly seven years to the end of the product (protection end date) and Gains ‘lock-in’ (iii) an interest rate of 6.0% pa and (iv) fees at the rate of 0.75% pa, we would calculate that you would need to invest approximately $7,100 in fixed interest investments today to grow to $10,000 at the protection end date. Therefore, in this example, your portfolio protection floor today would be $7,100. We monitor your portfolio value and the portfolio protection floor daily, as they change with market movements and changes in interest rates. 6 Assuming the right conditions are met, we will ‘lock-in’ a portion of any unrealised capital gains for all funds offered within the product. This can happen when your portfolio value reaches 180% of the portfolio protection floor, at which time your protected amount will be increased by 50% of the difference between your portfolio value and your current protected amount. For example – let’s say your original protected amount was $10,000, your current portfolio protection floor is $8,500 and your portfolio has performed well and is now worth $15,300, which is 180% of the portfolio protection floor (i.e. $8,500 x 180% = $15,300). This means your protected amount can now be increased from $10,000 to $12,650 locking in unrealised capital gains of $2,650. We calculate your new protected amount as follows: New protected amount: = Original protected amount + [50% x (current portfolio value – original protection amount)] = $10,000 + [50% x ($15,300 – $10,000)] = $12,650. What you need to know about dynamic management As dynamic management is an investment strategy in its own right, you need to consider the risks associated with using it to protect your initial investment in the product. Please refer to the ‘Risks’ section on page 8. Changes to dynamic management In certain circumstances (such as where there is a significant change in the way a fund is being managed), a new fund may be substituted for the fund you chose, or the terms of the dynamic management changed. If a new fund is substituted, your exposure will be to the new fund, instead of the fund you originally selected. At the protection end date At the protection end date we will exercise any call options in your portfolio on your behalf. If the dynamic management was successful the value of your fund units will be at least equal to the protected amount. (Refer to ‘What happens at the protection end date’ on page 32 for more details). Perpetual Protected Investments – Series 3 7 What are the risks? There are many risks associated with investing in this product that may affect your portfolio value. While it is not possible to identify every one, we have detailed the significant risks here. 1. Suitability Before you make an investment decision it is important to identify your investment goals and the level of risk you are prepared to accept. You should not invest in the product if: b you have a short timeframe. If you withdraw any amount from this investment before the protection end date it will not be capital protected so when you invest in the product you should do so with the intention of remaining for the full term to the protection end date (31 May 2015). Your ability to obtain cash proceeds quickly is limited (refer to ‘Can I withdraw from, transfer or mortgage my investment?’ on page 31). b you require a regular income stream. Most of your distributions will be reinvested as part of the investment strategies. b you are uncomfortable with investment volatility. All investments are subject to market risk (see below), which impacts the value of the funds. b you are uncomfortable with interest rate volatility. Lower interest rates raise the portfolio protection floor. There will be a greater allocation away from fund units when they are declining in value, than is the case when interest rates are higher. 2. Dynamic management A sharp fall in the value of fund units may result in a substantial allocation of your portfolio away from fund units into call options and cash. This reduces your exposure to the fund and your ability to participate in future gains made by the fund. If the fall is significant enough, you may have no allocation to fund units and no exposure to the fund. If your portfolio becomes 100% invested in call options and cash, you will only receive your protected amount when the call options are exercised at the protection end date. There is no guarantee that the dynamic management strategy will work. There is a risk that your portfolio value may be less than the protected amount at the protection end date. For example if the value of your portfolio falls below the protection floor before we are able to sell fund units and buy call options, the call options we purchase will not increase sufficiently in value to provide you with your protected amount at the protection end date. If you borrow to invest this risk is mitigated by the Lender’s Swap. If you don’t borrow you are exposed to this risk. 8 3. Volatility Investment strategies which invest in funds with higher volatility have a higher risk of selling fund units and buying call options under the dynamic management strategy. Again, this reduces your exposure to the fund and your ability to participate in future gains made by the fund. 4. Borrowing to invest (gearing) If you borrow to invest, interest on your loan is payable regardless of the performance of your portfolio. Depending on your portfolio value at the protection end date, borrowing to invest could result in a loss, being some or all of the interest that you have paid (or that is payable) under the loans. If you withdraw before the protection end date, you lose the benefit of the capital protection and you will have to repay all outstanding loan amounts in full, (which may, unless you are a Superannuation Investor, be more than your portfolio value). 5. Legal and Counterparty risk This is the unlikely risk that the capital protection provider (UBS) or one of the Perpetual entities defaults under the protection agreements. For example, if you borrow to invest, there is a risk that UBS fails to pay the Lender the difference between the protected amount and your portfolio value under the Lender’s Swap (for more details of the Lender’s Swap please refer to ‘Gearing with capital protection’ on page 21). This could be due to a default of one of the parties (eg becoming insolvent), or a major ongoing market disruption event lasting 90 days occuring at the protection end date. If such an unlikely event occurs, unless you are a Superannuation Borrower, your liability will not be limited to your portfolio value and you will be required to make up any shortfall. You should also refer to: ‘Non-Superannuation Investors – circumstances where limited-recourse doesn’t apply’ on page 26. We may recover your share of any liabilities arising as a result of any such event under the protection agreements in accordance with our power of attorney. 6. Market risk 10. Risks associated with individual funds This is the risk that specific events have a negative effect on the price of investments in a particular market (such as the stock market for shares). These events may include changes in economic, social, technological, political, legal or accounting conditions, and investor confidence. These factors can affect both Australian and international markets and, in particular, less developed international markets. You should also consider the risks associated with each fund. Please refer to the relevant investment manager’s website for a copy of the relevant product disclosure statement (refer pages 11 to 17). 7. Currency risk Investment in international markets usually involves currency risk. Currency risk is the potential for adverse movements in exchange rates to reduce the Australian dollar value of international investments. For example, if the Australian dollar falls, the value of international investments expressed in Australian dollars can increase. Conversely, if the Australian dollar rises, the value of international investments expressed in Australian dollars can decrease. Currency risk potentially applies to all funds that have international asset exposure. 8. Changes in laws There is a risk that during the term of the product existing laws may change or new laws may be introduced which affect the potential benefits of the product (such as potential tax benefits) or result in the product otherwise becoming unsustainable. In such circumstances we may terminate the product on one month’s notice to you and you would not receive the benefit of the capital protection at the protection end date. 9. Limits of capital protection The capital protection applies only to your investment amount at the protection end date. Depending on the performance of your portfolio, if you borrow to invest, you may lose some or all of the money that you have paid, or is payable in interest on your loan, plus any tax which may be incurred during the term. If you borrow to invest with a Capitalised Investment Loan you could lose all of your principal contribution. See ‘Borrowing to invest – Part 3: Capitalised Investment Loan’ on page 24 to 25 for more information. Perpetual Protected Investments – Series 3 9 Which funds can I choose from? Changes to information The following information is current at the time of printing but may change. For more details and current information on the funds, please see each fund’s Product Disclosure Statement (PDS) and any updates for the relevant fund available from the website of the investment manager for that fund (noted on pages 11 to 17). We will not issue updated information regarding changes to the funds (unless there is a materially adverse change during the offer period). We will notify you of significant changes to the funds during the term of the product as required by the Corporations Act. Investment objectives of the funds The investment objectives of the funds shown are not intended to be forecasts. They are an indication of what the fund aims to achieve over the medium to long term, assuming financial markets remain relatively stable. Where the investment objective is stated as performance against a benchmark, performance is measured against the benchmark before the deduction of fees and expense recoveries payable under the fund – unless specified otherwise. Past performance is not an indication of future performance. Performance of your portfolio and the funds The addition of capital protection through dynamic management means the performance of your portfolio will be different to the performance of the funds for the investment strategies you choose. This is because you will not have 100% exposure to the fund to the extent that your portfolio holds call options at any time. In addition the fees and costs of the product will be reflected in the net returns of your portfolio. Consequently, the return you receive may be less than the performance of the funds shown or the performance you might have obtained if you had invested directly in the funds. Asset class – fund ARSN Australian equity funds Ausbil Australian Active Equity Fund 089 996 127 Ausbil Australian Emerging Leaders Fund 089 995 442 Challenger Wholesale Australian Share Fund 092 999 301 Perpetual’s Wholesale Australian Fund 091 189 132 Schroder Wholesale Australian Equity Fund 100 857 823 Vanguard Australian Shares Index Fund 090 939 718 Global equity funds AXA Wholesale Global Equity Value Fund 098 445 464 DWS Global Equity Thematic Fund 090 379 105 GVI Global Industrial Share Fund 112 369 552 Perpetual’s Wholesale International Share Fund 091 186 837 T. Rowe Price Global Equity Fund 121 250 691 Vanguard International Shares Index Fund (Hedged) 093 254 909 Specialist funds Aberdeen Asian Opportunities Fund 106 201 236 Colonial First State Wholesale Global Resources Fund 087 561 500 IOOF/Perennial Global Property Trust 118 190 542 Macquarie International Infrastructure Securities Fund 115 990 611 Merrill Lynch Global Allocation Fund (Aust) (Class D Units) 114 214 701 Perpetual’s Wholesale Ethical SRI Fund 099 975 041 Platinum Asia Fund 104 043 110 Premium China Fund 116 380 771 We chose the funds based on their manager’s experience and their suitability for capital protection. We did not consider the underlying investments held by the funds or the fund manager’s labour, environmental, social or ethical standards or policies. 10 Australian Equity funds Fund Ausbil Australian Active Equity Fund Ausbil Australian Emerging Leaders Fund Challenger Wholesale Australian Share Fund Investment manager1 Ausbil Dexia Limited Ausbil Dexia Limited Challenger Managed Investments Limited Investment objective The aim of the fund is to outperform the S&P/ASX 300 Accumulation Index over the medium to long term with moderate tax effective income. The fund invests in a portfolio of listed Australian equities that are generally chosen from the S&P/ASX 300 Index. The aim of the fund is to outperform the benchmark over the medium to long term. The performance benchmark for the fund consists of 70% S&P/ASX Midcap 50 Accumulation Index and 30% S&P/ ASX Small Ordinaries Accumulation Index. The fund invests in both mid and small cap stocks which possess potential for superior growth. The aim of the fund is to outperform its benchmark, the S&P/ASX 300 Accumulation Index, over rolling three-year periods. Investment approach Rather than focusing only on growth or value investing, Ausbil’s investment processes allow them to exploit the inefficiencies across the entire market, at all stages of the cycle and across all market conditions. The basic premise of Ausbil’s philosophy is that stock prices ultimately follow earnings and earnings revisions. Ausbil’s process seeks to identify earnings and earnings revisions at an early stage, and hence to pre-empt stock price movements. The fund invests in emerging leaders/mid cap shares that are greater than $250 million in market capitalisation, primarily chosen from the S&P/ASX 200 Index, excluding shares from the Top 50 Leaders Index. These shares provide excellent performance opportunities and diversification from large capitalisation holdings while avoiding potential liquidity problems that many small capitalisation companies present. Challenger uses a wide variety of information from sources including in-house investment research, stockbroker analysis and publicly available data to generate investment ideas. Companies that rank well will then undergo further analysis. Companies are rated based on quantitative valuation measures and qualitative factors, with an emphasis on the company’s free cash flow generation over the medium term, balance sheet strength and long term growth prospects. The final portfolio reflects the company rating determined from Challenger’s fundamental analysis, their sector views as well as their strong focus on risk management. Portfolio construction guidelines limit the Fund’s exposure to any one company or sector. Annual returns2 (pa) as at 31-Dec-07 Total (%) 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs 16.36 23.45 24.76 16.01 23.46 30.57 12.04 20.75 21.07 Distribution (%) 7.28 5.57 5.75 10.91 8.60 10.80 7.60 14.29 10.27 Growth (%) 9.08 17.88 19.01 5.09 14.86 19.77 4.44 6.46 10.80 Past returns are not an indication of future returns Management fees (pa) 0.90% 0.85% 0.90% Performance fees (estimate)3 Not applicable 0.30% (assuming performance of 2% above the benchmark) Not applicable How calculated Not applicable 15% of any performance above the benchmark (composite of 70% S&P ASX Mid Cap 50 Accumulation Index and 30% S&P ASX Small All Ords Accumulation Index). Not applicable Buy/sell spread 0.30% / 0.30% 0.30% / 0.30% 0.30% / 0.30% Cost recoveries (estimate)4 Not applicable Not applicable Not applicable www.ausbil.com.au www.ausbil.com.au www.challenger.com.au For PDS or for more information See page 17 for footnotes 1,2,3 & 4. Perpetual Protected Investments – Series 3 11 Australian Equity funds (continued) Fund Perpetual’s Wholesale Australian Fund Schroder Wholesale Australian Equity Fund Vanguard Australian Shares Index Fund Investment manager1 Perpetual Investment Management Limited Schroder Investment Management Australia Limited Vanguard Investments Australia Pty Ltd Investment objective To provide long-term capital growth and income through investment in quality industrial and resource shares and other securities. To out perform the S&P/ASX 200 Accumulation Index over the medium to long term. The fund offers investors access to a professionally managed portfolio of predominantly Australian and New Zealand equity securities. Aims to match the total return of the S&P/ASX 300 Index before taking into account fund fees and expenses. Investment approach Perpetual researches companies of all sizes using consistent share selection criteria. Perpetual’s priority is to select companies that represent the best investment quality and are appropriately priced. In determining investment quality, investments are selected on the basis of: – conservative debt levels – sound management – quality business, and – in the case of industrial shares, recurring earnings. At the heart of the investment philosophy for the fund is a belief that firms reinvesting in their businesses at higher than average rates of return will be rewarded with better than average long term share price performance. Schroder believes that market research is too short-term focussed and neglects industry analysis which can be used to identify the attributes likely to drive firms that generate superior return profiles over time. Effectively the fund is aiming to identify companies with quality growth business models with a long term sustainable competitive advantage in their industry. Vanguard selects a representative sample of the S&P/ASX 300 Index and matches the risk/ return characteristics of the index. Vanguard applies a buy and hold strategy and trades less frequently which in turn reduces transaction costs. Annual returns2 (pa) as at 31-Dec-07 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs Total (%) 14.29 18.79 21.59 13.17 20.22 20.37 15.89 20.70 20.77 Distribution (%) 13.08 10.93 8.30 18.46 18.77 13.39 5.30 5.54 5.02 Growth (%) 1.21 7.86 13.29 -5.29 1.45 6.98 10.59 15.16 15.75 Past returns are not an indication of future returns Management fees (pa) 0.99% 0.87% 0.34% Performance fees (estimate)3 Not applicable Not applicable Not applicable How calculated Not applicable Not applicable Not applicable Buy/sell spread 0.40% / nil 0.30% / 0.30% 0.20% / 0.10% Cost recoveries (estimate)4 Not applicable 0.05% Not applicable www.perpetual.com.au www.schroders.com.au www.vanguard.com.au For PDS or for more information See page 17 for footnotes 1,2,3 & 4. 12 Global Equity funds Fund AXA Wholesale Global Equity Value Fund DWS Global Equity Thematic Fund GVI Global Industrial Share Fund Investment manager1 Bernstein Value Equities (a unit of AllianceBernstein Australia Limited) Deutsche Asset Management (Australia) Limited Global Value Investors Limited Investment objective To provide investors with long-term capital growth and to outperform its benchmark (MSCI World ex Australia Index net dividends reinvested in Australian dollars) after costs and over rolling five-year periods. To outperform the MSCI World ex-Australia Index ($A), after fees, over rolling three year periods by investing in securities listed on a range of sharemarkets. To provide long-term capital growth and income to generate a rate of return (after fees and expenses and before taxes) which exceeds the return of the benchmark of the fund, (MSCI World Index (AUD) hedged) over rolling three year periods. Investment approach The Bernstein belief is that when faced with uncertainty, investors overpay for investments that appear secure, overestimate investment risks and overcompensate others for assuming those risks. Because of this shares of companies that seem well-positioned can become over priced, while others vulnerable to short-term concerns are often under priced. This creates buying opportunities in shares priced low in relation to company long-term earnings. Bernstein conducts intensive research to identify these buying opportunities. The fund invests in around 90 to 130 global listed securities, with some exposure to cash investments. Investments in emerging markets are allowed but will generally not exceed 30% of the fund. The fund may have exposure to derivatives for investment and currency management purposes. GVI has a strong preference for quality dividend-paying companies that exhibit recurring earnings, a strong balance sheet, a competitive advantage and healthy cashflows at attractive valuations. GVI focuses on securities that it believes have strong value and quality characteristics. GVI believes that this approach allows it to identify securities that have been overlooked, misunderstood or mispriced by the market. GVI prudently manages clients’ money using a conservative, disciplined and valuebased approach to investing. Annual returns2 (pa) as at 31-Dec-07 Total (%) Distribution (%) Growth (%) 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs -7.83 10.85 10.63 -3.76 15.42 10.56 7.50 n/a n/a 6.65 4.53 3.52 0.26 1.22 0.86 4.97 n/a n/a -14.48 6.32 7.11 -4.02 14.20 9.70 2.53 n/a n/a Past returns are not an indication of future returns Management fees (pa) 0.97% 0.90% 1.23% Performance fees (estimate)3 Not applicable Not applicable Not applicable How calculated Not applicable Not applicable Not applicable Buy/sell spread 0.20% / 0.20% 0.20% / 0.20% 0.40% / 0.40% Cost recoveries (estimate)4 0.03% Not applicable Not applicable www.axa.com.au www.dwsinvestments.com.au www.gvi.com.au For PDS or for more information See page 17 for footnotes 1,2,3 & 4. Perpetual Protected Investments – Series 3 13 Global Equity funds (continued) Fund Perpetual’s Wholesale International Share Fund T. Rowe Price Global Equity Fund Vanguard International Shares Index Fund (Hedged) Investment manager1 Perpetual International Investment Management Limited T. Rowe Price Global Investment Services Limited Vanguard Investments Australia Pty Ltd Investment objective To achieve long-term capital growth through investment in international shares with strong balance sheets and a history of delivering earnings. It aims to achieve returns in excess of its benchmark, the MSCI World ex-Australia Index in AUD, over rolling three-year periods. To seek long-term capital appreciation primarily through investment in established companies operating in developed markets throughout the world, with faster earnings growth and reasonable valuation levels relative to market/sector averages. The benchmark for the fund is the MSCI All Country World Index (unhedged). Aims to match the returns of the MSCI World ex-Australia Index (with net Dividends Reinvested), hedged to $A before taking into account Fund expenses. Investment approach PI Investment Management adopts a fundamental, bottom-up approach to stock selection focusing on quality companies (strong balance sheets, earnings visibility and competitive position) with attractive valuations within a global framework. The currency exposure of international assets is monitored and hedging strategies may be implemented. T. Rowe Price has over 100 in-house analysts dedicated to fundamental, bottom up priority research, producing a group of 500-600 highly recommended companies from which 100-200 investment candidates are selected. The portfolio manager is actively involved in the idea generation and refinement process. The portfolio typically holds 60-100 shares and up to 20% of the fund may be invested in emerging markets. Vanguard selects a representative sample of the MSCI World ex-Australia Index and matches the risk/return characteristics of the index. Vanguard applies a buy and hold strategy and trades less frequently, which in turn reduces transaction costs. Currency movements are fully hedged to Australian dollars. Annual returns2 (pa) as at 31-Dec-07 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs Total (%) -6.95 5.08 5.84 6.38 n/a n/a 5.69 13.73 16.76 Distribution (%) 0.52 1.00 1.04 n/a n/a n/a 9.43 6.10 8.04 Growth (%) -7.47 4.08 4.80 n/a n/a n/a -3.74 7.63 8.72 Past returns are not an indication of future returns Management fees (pa) 1.226% 1.16% 0.36% Performance fees (estimate)3 Not applicable Not applicable Not applicable How calculated Not applicable Not applicable Not applicable Buy/sell spread 0.50% / Nil 0.30% / 0.30% 0.35% / 0.10% Cost recoveries (estimate)4 Not applicable 0.14% Not applicable www.perpetual.com.au www.troweprice.com/institutional www.vanguard.com.au For PDS or for more information See page 17 for footnotes 1,2,3 & 4. 14 Specialist funds Fund Aberdeen Asian Opportunities Fund Colonial First State Wholesale Global Resources Fund IOOF/Perennial Global Property Trust Investment manager1 Aberdeen Asset Management Limited Colonial First State Investments Limited Perennial Real Estate Investments Pty Ltd Investment objective To provide investors with high capital growth over the medium to long term (minimum between 3 to 5 years) by seeking exposure to the Asian markets, excluding Japan. In seeking to achieve the fund’s objective, Aberdeen may invest in securities which are not contained in the index used as the fund’s performance benchmark, MSCI All Countries Asia (Free) ex-Japan Index (AUD unhedged). To provide long-term growth by predominantly investing in resource companies around the world. To provide a total return (after fees) that exceeds the FTSE EPRA/ NAREIT Global Real Estate Index (hedged) measured over a rolling three year period. Investment approach Aberdeen is a truly active manager and believes, given the inefficiency of markets, superior long-term returns are achieved by identifying good quality stocks at a reasonable price and holding for the long term. Sound fundamentals drive stock prices over time. Aberdeen identifies good companies from first-hand research, and adds value from active management, which constitutes intensive and ongoing scrutiny at the company level. Aberdeen utilises the resources of its Singapore, Thailand, Hong Kong and Malaysia-based equity investment teams to undertake stock selection. Colonial’s strategy is to add value by investing in global resource companies over the medium to long-term. Rather than attempting to predict commodity price movements, Colonial chooses to focus on quality resource companies all around the world. Colonial concentrates on companies that have strong balance sheets, quality management, high-quality assets and low-cost production. The trust gains exposure to listed, or soon to be listed, property securities from international property markets which Perennial believes can offer superior capital growth and income characteristics. Perennial places great emphasis on bottom-up property securities research. The portfolio generally holds between 40 and 50 securities, with a minimum of 25 stocks and a maximum of 75 stocks. The trust must have exposure to property securities in at least three countries at any one time, although normally this figure would be considerably higher. Annual returns2 (pa) as at 31-Dec-07 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs Total (%) 14.64 21.59 n/a 42.33 36.07 29.53 -13.10 n/a n/a Distribution (%) 3.63 2.16 n/a 14.24 13.35 12.56 8.10 n/a n/a Growth (%) 10.63 19.43 n/a 28.09 22.72 16.97 -21.2 n/a n/a Past returns are not an indication of future returns Management fees (pa) 1.18% 1.16% 1.05% Performance fees (estimate)3 Not applicable Not applicable Not applicable How calculated Not applicable Not applicable Not applicable Buy/sell spread 0.55% / 0.55% 0.30% / 0.30% 0.35% / 0.35% Cost recoveries (estimate)4 Not applicable Not applicable Not applicable www.aberdeen-asset.com.au www.colonialfirststate.com.au www.perennial.net.au For PDS or for more information See page 17 for footnotes 1,2,3 & 4. Perpetual Protected Investments – Series 3 15 Specialist funds (continued) Fund Macquarie International Infrastructure Securities Fund Merrill Lynch Global Allocation Fund (Aust) (Class D Units) Perpetual’s Wholesale Ethical SRI Fund Investment manager1 Macquarie Investment Management Limited BlackRock Investment Management (Australia) Limited Perpetual Investment Management Limited Investment objective To invest in a portfolio of infrastructure securities on a global basis and to provide returns that outperform the Macquarie Global Infrastructure Total Return Index ($A Hedged) over the medium to long term. Aims to maximise total investment returns while managing risk and is generally diversified across markets, industries and shares. As the fund is a diversified fund its benchmark consists of a weighted average of the Australian dollar hedged returns provided by market indices for relevant asset classes. To provide long-term capital growth and income through investment in quality shares of socially responsible companies. Investment approach Macquarie believes that a systematic fundamentals-based approach to identifying long-term potential value in infrastructure companies will produce superior investment performance. Macquarie analyses infrastructure companies to determine the quality of the infrastructure assets that are owned, operated or managed by these companies and therefore underpin these companies’ cash flow and growth. BlackRock’s Global Allocation Team believes that competitive returns with low to moderate levels of risk can be achieved through a flexible, research intensive, value oriented approach that seeks the best investment opportunities worldwide, broadly diversified across asset classes, countries and securities. BlackRock’s current investment strategy is to invest in global equities, fixed income and cash. The investment process combines a top-down approach with bottom-up security selection. Perpetual researches companies of all sizes using consistent share selection criteria. Perpetual’s priority is to select companies that represent the best investment quality and are appropriately priced. In determining investment quality, investments are selected on the basis of: – conservative debt levels – sound management – quality business, and – in the case of industrial shares, recurring earnings. In addition to the above investment approach Perpetual utilises a strategy for screening ethical and socially responsible investments. Annual returns2 (pa) as at 31-Dec-07 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs Total (%) 16.76 n/a n/a 13.34 n/a n/a 13.36 20.36 22.68 Distribution (%) 8.61 n/a n/a 14.23 n/a n/a 14.54 14.05 10.82 Growth (%) 8.15 n/a n/a -0.89 n/a n/a -1.18 6.31 11.86 Past returns are not an indication of future returns Management fees (pa) 1.00% 0.20% 1.175% Performance fees (estimate)3 0.20% pa (assuming performance of 2% above the benchmark) 2.37% pa (assuming monthly returns net of management fees which fluctuate between -3.13% and 7.20% and an initial high water mark of 10%). For further information relating to performance fees please refer to underlying PDS issued on 26 May 2006 and Supplementary PDS issued 29 June 2006. Not applicable How calculated Performance fee is 10% of return of the fund above the Macquarie Global Infrastructure Total Return Index, subject to a high watermark. Performance fee is 12.5% of any out-performance from the previous high water mark. Not applicable Buy/sell spread 0.38% / 0.25% 0.30% / 0.30% 0.20% / 0.20% Cost recoveries (estimate)4 0.08% Not applicable Not applicable www.macquarie.com.au/mfm www.blackrock.com.au www.perpetual.com.au For PDS or for more information See page 17 for footnotes 1,2,3 & 4. 16 Specialist funds (continued) Fund Platinum Asia Fund Premium China Fund Investment manager1 Platinum Investment Management Limited Sensible Asset Management Limited and its sub-manager Value Partners Limited Investment objective The fund primarily invests in listed companies in the Asian region. The fund aims to provide capital growth over the long term. Long term capital growth aiming to generate net returns exceeding the MSCI China Free Index (over a three to five year period (before changes in exchange rates). The fund is denominated in Australian dollars, while the MSCI China Free Index is calculated in Hong Kong dollars. Investment approach The fund primarily invests in Asian companies’ listed securities. Asian companies may list their securities on stock exchanges other than those in Asia and the fund may invest in those securities. The fund may invest in companies not listed in Asia but where their predominant business is conducted in Asia. The fund may invest in companies that benefit from exposure to the Asian economic region. The fund will consist ideally of around 50 – 100 stocks that Platinum believes to be undervalued by the market. Where undervalued stocks cannot be found funds may be invested in cash. Platinum may short sell securities that it considers overvalued. Typically, the fund’s portfolio will have 50% or more net exposure to stocks. The underlying investment philosophy for the fund is based on the belief that while markets are inefficient and discrepancies exist in the short run, prices in the long run ultimately reflect fundamental values. The fund seeks to identify undervalued securities that will benefit from the upside correction between the market’s short-term inefficiency and long-term efficiency. Annual returns2 (pa) as at 31-Dec-07 1 yr 3 yrs 5 yrs 1 yr 3 yrs 5 yrs Total (%) 31.2 29.5 n/a 36.09 n/a n/a Distribution (%) n/a n/a n/a 10.27 n/a n/a Growth (%) n/a n/a n/a 25.82 n/a n/a Past returns are not an indication of future returns Management fees (pa) 1.54% 1.88% Performance fees (estimate)3 Not applicable 0.30% pa (assuming the outperformance of the fund since inception exceeds the previous highest level of out-performance since inception by 2%)5 How calculated Not applicable A performance fee of 15% of the fund’s performance over the MSCI China Free Index, Subject to out performance exceeding previous highest level of out-performance since inception. Buy/sell spread 0.25% / 0.25% 0.25% / 0.25% Cost recoveries (estimate)4 Not applicable 0.30% www.platinum.com.au www.premiumchinafunds.com.au For PDS or for more information 1 The investment manager may be different from the responsible entity for the fund. 2 Performance figures have been obtained directly from the responsible entity and/or the investment manager for the relevant fund. Past performance is no indication of future performance and the performance of your portfolio will be different to the performance of the funds you choose due to the dynamic management strategy. Please refer to ‘Performance of your portfolio and the funds‘ on page 10. 3 The performance fees shown (if any) are estimates only – the actual fees may be more or less. 4 The cost recoveries shown (if any) are estimates only – the actual cost recoveries may be more or less. 5 This estimate does not represent any actual or prospective performance of the fund. It is not possible to estimate the actual performance fee payable in any given period, as the performance of the fund cannot be accurately forecasted. Perpetual Protected Investments – Series 3 17 What are the fees and other costs? Fees and other costs Did you know? Small differences in investment performance, fees and costs can have a substantial impact on your long term returns. For example total fees and costs at 2% of your fund balance instead of 1% could reduce your final return by up to 20% over a 30 year period (for example, reduce it from $100,000 to $80,000). You should also consider whether features such as superior investment performance or the provision of better member services justify higher fees and costs. You may be able to negotiate to pay lower contribution fees and management costs where applicable. Ask us or your financial adviser. This document shows fees and other costs that you may be charged. They may be deducted from your cash account, from the returns on your investment or paid by selling your fund units (under our power of attorney). For additional explanation and an example of fees and costs for the product, please refer to page 19 of the PDS. Costs of borrowing are set out separately on page 27. You should read all the information about fees and costs because it is important to understand their impact on your investment. To find out more If you would like to know more or see the impact of fees on your circumstances, the Australian Securities and Investments Commission (ASIC) website www.fido.asic.gov.au has a managed investment fee calculator to help you check out different fee options. Table 1 – Product fees and other costs Type of fee or cost Amount1 How and when paid Fees when your money moves in or out of the product Establishment fee 2.20%2 Calculated on the initial investment amount when your portfolio is established. Paid to your adviser. Nil Not applicable. Nil Not applicable. Nil Not applicable. The fee to open your investment Contribution fee The fee on each amount contributed to your investment Withdrawal fee The fee on each amount you take out of your investment Termination fee The fee to close your investment Management costs The fees and costs for managing your investment Administration fee 0.75% pa3 Dynamic management fee 0.70% pa of your protected amount3 (reduced to Nil if no fund units are held) Underlying management costs The amount you pay for specific funds is set out on pages 11 to 17. Calculated daily from the investment date on your portfolio value and deducted from it quarterly in arrears, on withdrawal from the product and on the protection end date. Calculated daily on your protected amount and deducted from your portfolio quarterly in arrears, on withdrawal from the product and on the protection end date. Management fees 0.34 – 1.88% pa4 Cost recoveries nil – 0.30% Performance fees nil – 0.30% (estimates)5 Deducted from the funds as stated in the PDS for the fund and reflected in the unit price for the fund. Not applicable. Not applicable. You can’t switch investment strategies after your initial investment. Service fee Investment switching fee The fee for changing investment strategies 1 Fees and costs are inclusive of 10% GST (where applicable) less any available Reduced Input Tax Credits (RITCs). 2 See ‘Adviser remuneration for the product’ on page 20. 3 Inclusive of 10% GST. If you are registered for GST you may be able to claim a credit for some or all of the GST paid. See ‘Adviser remuneration for the product’ on page 20. 4 Inclusive of 10% GST less any RITCs available to the funds. 5 Only some funds have performance fees – see the fund profiles on pages 11 to 17. The performance fees shown are estimates only – the actual fees may be more. 18 Example of annual fees and costs for the product This table shows how the fees and costs for the product can affect your investment over one year. You should use this table to compare with other managed investment products. EXAMPLE — Aberdeen Asian Opportunities Fund Balance of $50,0001 Contribution Fees nil You can’t make additional contributions to this product. PLUS Management costs 2.63% pa For every $50,000 you have in the investment strategy, you will be charged $1,315 each year. EQUALS Cost of product2 If you had an investment of $50,000 at the beginning of the year, you will be charged fees of $1,315. What it costs you will depend on the investment strategy you choose. Note: Additional fees may apply: Establishment fee: 2.20%. For every $50,000 you invest, you may initially be charged up to $1,100 (refer to ‘Adviser remuneration for the product’ on page 20). 1 1 We have assumed the portfolio value is constant throughout the year and that the investment is equal to the current protected amount. We have not included a contribution fee in the example because you can’t make additional contributions to this product. The management costs represents the 0.75% per annum administration fee for the product, the dynamic management fee of 0.70% per annum (if in fund units) and the indirect cost of the 1.18% management fee for the fund (see page 15). 2 Does not include buy/sell spreads that may be incurred when we buy/sell fund units as part of the dynamic management of your portfolio. See buy/sell spread of funds in ‘Additional explanation of fees and costs for the product’ below. Additional explanation of fees and costs for the product Payment of fees and charges The administration fee and dynamic management fees will be automatically deducted from your portfolio cash account by us quarterly and paid to PIML. If there is insufficient money in your portfolio cash account, we may sell fund units under our power of attorney to pay these fees. This may have capital gains tax implications, which are explained on page 29 under ‘Taxation’. Fees and costs for the funds The management costs for each of the funds are shown on pages 11 to 17. Where applicable, these fees and costs are deducted from the value of the fund units and paid to the responsible entity and/or investment manager for the fund as set out in the relevant fund PDS. You should contact your adviser or refer to the website of the investment manager of the fund for a copy of the PDS that will explain these fees and costs in more detail and how they are paid. Performance fees In addition to the management fee, some fund managers may be entitled to performance fees. Performance fees are payable when the fund outperforms a specified benchmark, over a specified period of time. Performance fees paid are reflected in the unit price for the fund. The method of calculating the performance fees varies. See the fund profiles on pages 11 to 17 to see whether performance fees are payable for a particular fund and how they are calculated. For more information see the relevant fund’s PDS. For example, say you have $50,000 worth of fund units and the performance fee is 10% of return above the benchmark. If the actual return for one year is 2% above the benchmark, the performance fee payable would be 10% x 2% x $50,000 = $100 for the year. For more information see the relevant funds PDS. Buy/sell spread of funds Estimated transaction costs are allocated by the investment manager when you (or we, acting on your behalf) buy or sell fund units by incorporating a buy/sell spread in the relevant entry and/ or exit unit prices. This aims to ensure that you only pay the costs associated with your own transactions and not those incurred when other Investors buy or sell fund units. When we acquire fund units for your portfolio, the price we pay for them will reflect the buy spread of the relevant fund. When we dispose of fund units from time to time to buy call options for your portfolio in accordance with the dynamic management strategy, the exit price of the fund units and the value of the call options received will reflect the sell spread of the relevant fund. In this way, the buy/sell spread of the funds is an indirect cost to you. The buy/sell spreads for each of the funds as at the issue date of this PDS are set out in the tables on pages 11 to 17. They may be updated from time to time and may have changed since the issue date of this PDS. The current buy/sell spreads for the funds at any time are available by contacting the relevant investment manager website as shown in the ‘Fund profiles’ table from page 11 to 17. For example, if we dispose of fund units valued at $5,000 to buy call options and the relevant spread for the fund is 0.30%, the sell spread reflected in the value of the call options received will be $15. The buy/sell spreads will impact the return on your investment. As these costs are built into the funds’ unit prices, they will not be recorded separately on your Investor statements. The buy/sell spreads are not fees paid to us. They are charged by the funds and retained in the fund to cover its transaction costs. Cost recoveries The constitutions for the funds may permit the fund manager to recover other costs from the fund. The cost recoveries are reflected in the unit price for the fund. See the ‘Fund profiles’ on pages 11 to 17 to see whether cost recovery is permitted for a particular fund and any limits that apply. Perpetual Protected Investments – Series 3 19 For example, say you have $50,000 worth of fund units in a fund and the fund permits cost recoveries of up to 0.10% p.a. The maximum cost recovery permitted in respect of your portfolio’s investment in the fund would be 0.10% x $50,000 = $50 for the year. Some financial advisers have a practice of waiving all of their commission but they are under no obligation to do so. If an adviser does waive their commissions, your investment amount and protected amount will be increased accordingly. Government charges You may be liable to pay commission if you take out a loan. See ‘Adviser remuneration’ on page 28. Government charges will be applied to your portfolio as appropriate. These may include stamp duty on the transfer of fund units. Whether stamp duty is payable or not on the transfer of the fund units will depend on the fund. This means the stamp duty consequences of the transfer of fund units can only be determined at the time of transfer. You should consult the relevant fund PDS and your financial or taxation adviser prior to the transfer of any fund units held as part of your portfolio. We are a member of IFSA and maintain a register (in compliance with Industry Code of Practice on Alternative Forms of Remuneration) for alternative forms of remuneration that are paid in relation to the product. The register is publicly available. Please contact us if you would like to see it. Investment manager payments to us Miscellaneous fees If you invest using a cheque and it is dishonoured your financial institution may charge us a dishonour fee, so we may charge you that fee. The fee will differ depending on the institution. Please contact your financial institution for further details. If you authorise us to obtain your investment amount by direct debit and that direct debit is dishonoured, you will be charged a dishonour fee of $50. Your financial institution may also charge fees to you, and to us, which we will also charge to you. Increases or alterations to the fees and charges Fees may change without your consent for many reasons, including changes in the competitive, industry and regulatory environment or changes in costs. Fees or charges will not be increased without providing at least 30 days’ written notice to you, except for Government fees and charges or fees of the funds included in the product. If you withdraw your investment before the expiry of the notice period you will not be affected by the fee change. The management costs for the funds shown on pages 11 to 17 can generally only change on 30 days notice. See the relevant fund PDS for maximum fees and details of how fees may change. Adviser remuneration for the product Financial adviser commissions The commissions explained in this section are paid to your financial adviser out of the establishment fees in relation to your investment in the product. The commissions that are paid to your financial adviser are summarised in Table 2 below. Please refer to Table 1 on page 18 for further information regarding fees and costs in relation to the product. Table 2 – Adviser commissions Commission Rate Establishment Fee 2.20% Cost per $50,000 invested 1 $1,1001 1 Amounts disclosed are inclusive of 10% GST. 20 Register We may receive payments from some funds’ investment managers. These payments are not an additional cost to you. These payments may help to cover the costs incurred by us in establishing and maintaining the investment strategies. These amounts may be up to 1.00% pa of the money invested with the investment manager (inclusive of GST if applicable). Borrowing to invest – Part 1: Overview of loans and gearing Overview of loans and gearing This section is a summary only. Before making a decision to borrow, you should read all the sections on ‘Borrowing to invest’ (pages 21 to 28) and the Loan and Security Agreement which is available free of charge from our website at www.perpetual.com.au/structuredproducts/ppi3 or by contacting us on 1800 002 531. The Loan and Security Agreement forms part of this PDS. This means when you submit an application you agree to the terms and conditions contained in that document. No matter which loan you select, the dynamic management strategy is designed to ensure that at the protection end date your portfolio value will be at least equal to your protected amount. To protect against the unlikely event that the dynamic management strategy doesn’t work, the Lender has entered into a swap agreement with UBS (the Lender’s Swap). Under that agreement UBS will pay the Lender the amount (if any) by which your portfolio value falls short of your protected amount at the protection end date. The Lender will then apply any such payment towards repayment of your loan. Withdrawing prior to the protection end date This product gives you access to gearing via two different types of Investment Loans: b 100% Investment Loan – 100% gearing (with an optional Annual Interest Loan) for all Non-Superannuation Investors only (see pages 22 to 23 for more details). b Capitalised Investment Loan – approximately 50%1 gearing for all Investors including Superannuation Investors (see pages 24 to 25 for more details). Gearing generally By borrowing to invest or ‘gearing’ you increase the amount you have to invest rather than just investing your own money. This has the potential to accelerate both higher and lower returns. As a result, returns generated from geared investments are more volatile than those generated from non-geared investments. When considering gearing, it is important to remember that there is an ongoing cost attached to it – namely the interest and other costs associated with the loan – and that the obligation to pay those costs continues despite the performance of the investment. If the income received from an investment is expected to be greater than the cost of borrowing, one of the benefits of gearing is that you may be able to claim a tax deduction for all your interest payments. (For more details on the tax deductibility of interest payments incurred by gearing see the section ‘Taxation’ on page 29.) Gearing with capital protection No matter what loan you choose, you only get the benefit of the capital protection if you stay invested in the product until the protection end date (31 May 2015). If you withdraw prior to the protection end date, your investment will not have the benefit of capital protection and so, depending on the amount of your withdrawal proceeds (unless you are a Superannuation Investor) you may be required to find additional cash to pay out your loan. See ‘Can I withdraw from transfer or mortgage my investment?’ on page 31 for more details. Margin calls One of the risks associated with some forms of gearing is the possibility of having to pay for margin calls. This involves having to repay some or all of your loan when the value of your investment has fallen. Margin calls may occur when the value of the relevant assets falls (measured by the Loan-to-Value Ratio or LVR), requiring you to pay additional money to the Lender to give them added comfort that you will be able to repay your loan. With Perpetual Protected Investments – Series 3, there are no margin calls. Loan drawdown and investment All Investment Loans and any Annual Interest Loans for the first year will be drawn down as at 30 June 2008 and held on trust in our applications account. We retain the interest earned on this account. Application money is held in the applications account until the protection start date when all your application money is transferred to your portfolio cash account and interests in the product are issued to you. No interest is earned on your portfolio cash account. The money in your portfolio cash account is invested in the funds you have selected on the investment date. The capital protection always works the same way (see ‘Capital protection: How do we protect your portfolio’ on page 6). There may, however, be different consequences for you depending on which loan you select. 1 50% is an estimate only subject to prevailing interest rates at the time of drawdown. See table on page 24 for more details. Perpetual Protected Investments – Series 3 21 Borrowing to invest – Part 2: 100% Investment Loan 100% Investment Loan and Annual Interest Loan This section is a summary only. Before making a decision to borrow, you should read all the sections on ‘Borrowing to invest’ (pages 21 to 28) and the Loan and Security Agreement which is available free of charge from our website at www.perpetual.com.au/structuredproducts/ ppi3 or by contacting us on 1800 002 531. The Loan and Security Agreement forms part of this PDS. This means when you submit an application you agree to the terms and conditions contained in that document. The Lender is offering Non-Superannuation Investors the opportunity to apply for: b a 100% Investment Loan to borrow 100% of your investment amount in the product b an Annual Interest Loan so you can borrow and prepay the interest on the 100% Investment Loan in June each year. In order to qualify for an Annual Interest Loan you must choose a fixed interest rate 100% Investment Loan. Loan applications must be submitted with your application for the product. 100% Investment Loan You can borrow 100% of your investment amount subject to satisfying the Lender’s credit approval criteria. Interest rates You can choose one of the following three interest rate options for your 100% Investment Loan: Table 3 – Interest rates Option Indicative interest rate Variable Fixed annually see www.perpetual.com.au/ structuredproducts/ppi3 Fixed for the term The Lender will determine interest rates for all Investment Loan options on or about 20 June 2008. These rates will be published at www.perpetual.com.au/structuredproducts/ppi3. You can also phone us on 1800 002 513. The interest rates for your loan will be notified to you in your loan confirmation statement. The variable rates will be subject to change from time to time (at the Lender’s discretion). The ‘fixed annually’ rate changes in June each year. You may switch between some of these interest options as set out in the Loan and Security Agreement, subject to the Lender’s approval. Your request to switch must be received by the Lender at least 10 business days prior to the interest payment date on which you wish the request to take effect. The minimum amount you can borrow is $50,000, with additional amounts in multiples of $5,000 (unless the Lender agrees otherwise). Any interest that you have prepaid is not refundable (unless the Lender asked you to repay the loan early and there has not been an event of default). You may incur a fee for switching interest options. The 100% Investment Loan is an interest-only loan, with the principal outstanding repayable in full on the maturity date. Interest payments Repayment of the principal under the 100% Investment Loan is a limited-recourse obligation (limited to your portfolio value) at the maturity date. Repayment of interest is a full-recourse obligation. Interest payments on the 100% Investment Loan and Annual Interest Loan are full-recourse obligations. This means that you must make interest payments irrespective of how your portfolio is performing. Limited-recourse Being ‘limited-recourse’ means that our right of recovery against you for the loan principal at the maturity date is limited to your portfolio value (subject to certain exceptions – see: ‘Non-Superannuation Investors – circumstances where limitedrecourse doesn’t apply’ on page 26). 22 All interest payments must be made by direct debit and we will deduct your payments automatically on each payment date from the account you specify in the application form. In the event of non-payment, you will be personally liable for all outstanding interest plus default interest on the total outstanding amount. Annual Interest Loan Under the tax-effective structure we have designed for the product, you have absolute entitlement to the units in the funds you select. This means that if you borrow to invest, you will have the potential to claim a partial or full tax deduction for fees and interest on the loan as well as the fees for the product. If you select a 100% Investment Loan with either the ‘fixed annually’ or ‘fixed for the term’ interest rate options, you can elect to prepay the next full year’s interest payment in June each year. This allows you to claim a tax deduction in advance of the period to which the payment relates. All Annual Interest Loans are principal and interest, full-recourse obligations requiring monthly repayments of principal and interest throughout the term. Any principal outstanding is repayable in full on the maturity date. The interest rate for the Annual Interest Loan will be set in June each year. The indicative rate for year 1 will be finalised on 20 June 2008 and published on our website at www.perpetual.com.au/structuredproducts/ppi3. Annual Interest Loans are available in June each year and may be renewed automatically each year subject to the Lender’s approval. To assist you prepay the interest under a fixed rate 100% Investment Loan you can also apply for an Annual Interest Loan to make that prepayment. Table 4 – The applicable interest rate options, rate set dates and interest payment dates for the 100% Investment Loan and associated Annual Interest Loan 100% INVESTMENT LOAN ANNUAL INTEREST LOAN VARIABLE FIXED ANNUALLY FIXED FOR TERM Interest rate Reviewed monthly Rate set in June each year for 12 months Fixed as at 30 June 2008 for full term to maturity date (31 May 2015) Interest payments Monthly in arrears Prepaid annually on 30 June each year Prepaid annually on 30 June each year Interest rate Principal and interest payments Rate set in June each year Not available for variable rate 100% Investment Loan Loan principal and interest repaid monthly in arrears on the last business day of the month commencing 31 July 2008. New loan advanced in June each year with Lender’s approval. Security Guarantor Your obligations under a 100% Investment Loan and any Gains Loan (see below) are secured against the assets in your portfolio. If the Borrower is a Corporate or a Corporate trustee, a director of the company will also need to personally guarantee the Borrower’s obligations under the loans. Depending on the amount you borrow, we may ask you to provide additional assets as security for your loans. If the Borrower is a Corporate, you may also need to provide a company charge (which attracts certain additional fees and possibly stamp duty, see Table 9 on page 27 for more information). We will provide you with all the necessary forms if required. If you are a Guarantor for a loan and the Borrower does not pay any amounts under that loan when due, the Lender can ask you to repay the amounts owing without having to first ask the Borrower. Gains Loan During the term of the product the Lender may also offer you additional funds under a Gains Loan (which you can use for other investment purposes) if your portfolio value has increased above a certain level, resulting in a gains lock-in (see page 3 for more details). The terms of this loan are the same as those contained in the Loan and Security Agreement in respect of 100% Investment Loans. The interest option will be based on the same interest option as your 100% Investment Loan and the interest rate will be set when the loan is offered to you. Perpetual Protected Investments – Series 3 23 Borrowing to invest – Part 3: Capitalised Investment loan Capitalised Investment Loan Available to Superannuation Investors and Non-Superannuation Investors The LVR will depend on the final interest rate. The table below shows LVR’s based on different indicative interest rates. Table 5 – LVR This section is a summary only. Before making a decision to borrow, you should read all the sections on ‘Borrowing to invest’ (pages 21 to 28) and the Loan and Security Agreement which is available free of charge from our website at www.perpetual.com.au/structuredproducts/ ppi3 or by contacting us on 1800 002 531. The Loan and Security Agreement forms part of this PDS. This means when you submit an application you agree to the terms and conditions contained in that document. Interest rate per annum (fixed for term) LVR Invest a proportion of your own money Unlike a 100% Investment Loan (see pages 22 to 23) a Capitalised Investment Loan always requires you to invest a proportion of your own money (or that of your Superannuation Fund) (your principal contribution). This loan is limited to an amount calculated by reference to your principal contribution and a maximum ‘Loan-to-Value Ratio’ or ‘LVR’ (see below). The Capitalised Investment Loan is a capitalised interest limited recourse loan (see ‘Limited-recourse’ on the next page). All interest is added to the principal each month (in arrears) and the total outstanding principal and capitalised interest is repayable in full on the maturity date. 8.75% 53% 9.00% 52% 9.25% 51% 9.50% 50% 9.75% 49% 10.00% 48% 10.25% 47% The total amount invested in the product on your behalf will depend on the amount of your principal contribution and the final LVR (set on or about 20 June 2008). The table below shows the total investment amount that will be invested on your behalf based on different examples of principal contributions and LVR’s. Table 6 – Principal contributions, LVR, investment amount Principal Contribution In other words while your principal contribution receives the benefit of any capital growth in the investment strategy you select and is capital protected at the protection end date, it also provides additional security for the interest which accrues during the term. LVR $ 25,000 $ 50,000 $ 100,000 Investment amount 53% $ 53,191 $ 106,383 $ 212,766 52% $ 52,083 $ 104,167 $ 208,333 51% $ 51,020 $ 102,041 $ 204,082 50% $ 50,000 $ 100,000 $ 200,000 Interest Rates 49% $ 49,020 $ 98,039 $ 196,078 The interest rate payable under a Capitalised Investment Loan will be fixed for the term of the investment. We will set the interest rate on or about 20 June 2008. The final rate (and indicative rates leading up to the final rate) will be published on our website at www.perpetual.com.au/structuredproducts/ppi3. 48% $ 48,070 $ 96,154 $ 192,308 47% $ 47,170 $ 94,340 $ 188,679 Capital Protection Maximum Loan-to-Value Ratio (LVR) We will calculate the LVR so that your principal contribution covers the capitalised interest payable at the maturity date. We will set the LVR for the Capitalised Investment Loan at the same time as we set the interest rates for the loans (on or about 20 June 2008). 24 In other words while your principal contribution receives the benefit of any capital protection in the investment strategy you select and is capital protected at the protection end date, it also provides additional security for the interest which accrues during the term. This means that under a Capitalised Investment Loan, you should always have sufficient funds in your portfolio to repay the amounts due under the loan at the maturity date, but if the performance of your investments does not cover the interest, you will not recover all of your principal contribution. If your portfolio is worth more than the amount outstanding under your loan when you default, you will receive the excess. As a Superannuation Investor, if the assets in your portfolio are worth less than the amount outstanding under your loan when you default, you will not have to pay us the shortfall. In some circumstances you could lose all of your principal contribution. Gains Loan Limited-recourse Gains Loans are not offered in association with Capitalised Investment Loans. Being ‘limited-recourse’ means that if you fail to repay the principal and capitalised interest at the maturity date, or for Superannuation Borrowers you default on your obligations under the loan at anytime during the term, our right of recovery against you is limited to your portfolio value subject to the following: Superannuation funds b Non-Superannuation Investors For Non-Superannuation Investors using a Capitalised Investment Loan, limited-recourse does not apply in certain circumstances. Please refer to ‘Non-Superannuation Investors – circumstances where limited-recourse doesn’t apply’ on page 26. b Superannuation Investors For Superannuation Investors, limited-recourse applies in all circumstances. Superannuation Investors are reminded of their obligation to formulate and implement an appropriate investment strategy that has regard to the whole of the circumstances of their fund and to act in the best interests of the members of their fund. This includes having an appropriate risk management strategy in place to manage the risk associated with gearing prior to making such an investment. In exchange for us agreeing to grant Superannuation Investors a limited-recourse Capitalised Investment Loan, when you enter into the loan you agree that if you default on your obligations under the loan at any time (see ‘Defaults’ on page 26), you will sell us the assets in your portfolio (or identical replacement assets) for their current value at that time. In those circumstances, we will then deduct the amount outstanding under your loan (including any costs we incur) from the purchase price we pay you. Table 7 – Capitalised Investment Loan example The table below is designed to illustrate how interest accrues with a Capitalised Investment Loan during the term of the product. The example shows a hypothetical loan amount of $50,000 at an interest rate of 9.50% p.a. fixed for the term and compounded monthly. Opening loan balance Interest Closing loan balance $50,000 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 $50,000 $54,962 $60,417 $66,413 $73,014 $80,250 $88,215 $4,962 $5,455 $5,996 $6,601 $7,236 $7,965 $8,755 $54,962 $60,417 $66,413 $73,014 $80,250 $88,215 $96,970 Perpetual Protected Investments – Series 3 25 Additional information for all Borrowers Applications Repayment at maturity We have absolute discretion to accept or reject any application. You may elect to repay your loan(s) in cash at the maturity date. If you choose not to repay your loan(s) in cash we will exercise our rights under the Loan and Security Agreement and apply the proceeds of the sale of your portfolio to repay the loan(s). Payments All payments relating to the loans will be made via direct debit. You must ensure there are sufficient funds available in your direct debit account on the relevant drawdown date. You will be liable to pay interest on the principal outstanding between the maturity date and the date the loan(s) are repaid. Repayment Defaults You must repay your loan(s) in full on the maturity date except when: In an event of default, we may enforce our rights under the Loan and Security Agreement. Examples of events of default include failure to pay money owing on time, failure to comply with any of your obligations under the Loan and Security Agreement or you being insolvent. b you choose to withdraw from the investment before the maturity date and make an early repayment – in which case you must make a proportionate repayment of any loans b you choose to repay your loan/s (and all other amounts that you owe) early b you have drawn down an Annual Interest Loan and choose to change from prepaying interest on your loans to paying interest monthly in arrears, in which case you must repay your Annual Interest Loan in full at that time b there is an event of default b we ask you to repay your loan(s) at a different time. Early repayment There are some circumstances under the ‘Loan and Security Agreement’ where we may require you to repay your loan early. You may also decide, due to your own circumstances that you want to repay either the whole or a portion of a loan before the maturity date. You must give us 10 business days notice of your intention to make an early repayment. On early repayment, you must repay the outstanding principal, any interest and any other amounts that may be owing to the Lender under the Loan and Security Agreement (or a proportion of them as notified by the Lender if you have elected to repay a portion of your loan early). If you repay early: b the amounts repaid may not be re-borrowed b you may be liable to pay early repayment fees including break costs b any prepaid interest is not refundable (unless the Lender has asked you to repay the loan early and there has not been an event of default). 26 Our rights in the event of a default include: b charging interest at the default rate, which is your applicable interest rate plus 4% b declaring that your loans and related fees and charges are immediately due and payable b unless you are a Superannuation Investor redeeming all your assets over which the Lender has taken security and applying the proceeds to your outstanding loan obligations. Non-Superannuation Investors – circumstances where limited-recourse doesn’t apply If you are a Non-Superannuation Investor there are some circumstances where the limited-recourse provisions of the loans will not apply and you will be required to pay any shortfall in the unlikely event one arises. These circumstances include: b you withdraw from the product at any time other than the maturity date and your portfolio value is less than the total amount payable under your loans b your loans must be repaid other than on the maturity date for any other reason (see ‘Early repayment’ above) and your portfolio value is less than the total amount payable under your loans b you withdraw from the product at the maturity date and your portfolio value plus the amount paid to the Lender by UBS under the Lender’s Swap is less than the total amount payable under your loans. You will need to use your own money to cover related fees and charges. The obligation to pay interest on all loans and the obligation to repay the principal and interest on an Annual Interest Loan are full-recourse obligations for Non-Superannuation Investors. Table 8 – Comparison of features of loans Loan type Credit approval Principal contribution required Interest loan Principal repayments Interest payments Interest tax deductibility Protected amount Gains lock-in potential Gains Loan potential 100% Investment Loan Full assessment requires supporting documents n/a Yes At maturity Prepay annually or monthly in arrears Yes Investment amount plus any gains lock-in Yes Yes Annual Interest Loan Part of 100% check n/a n/a Monthly in arrears Monthly in arrears Yes n/a n/a n/a Capitalised Investment Loan Credit check (no supporting documents required) Yes n/a At maturity At maturity date Yes Investment amount plus any gains lock-in Yes No Table 9 – Loan fees and charges All payments relating to the loan will be made via direct debit. You must ensure there are sufficient funds available in your direct debit account on the relevant drawdown dates. Type of fee or cost Amount1 When paid Nil Not applicable $135 On lodgement of the charge with ASIC Stamp duty (on additional security including company charge) At prevailing rates applicable to relevant Office of State Revenue At commencement of product on registration of security Early repayment fee This fee will be calculated by us and will consist of: On demand by the Lender Fees applicable when you borrow to invest Loan establishment fee The fee to establish your loan Security registration fee The fee to register a charge with ASIC (only if Borrower is a company) The fee for repaying all or part of the loan principal before the maturity date – one month’s interest, – 0.30% of your loan amount if repaid prior to 30 June 2012, and – break costs for unwinding hedging and funding arrangements subject to prevailing interest rates at that time. This fee will be calculated by us and will be $50 plus break costs (calculated by us) for the cost of unwinding hedging and funding arrangements, subject to prevailing interest rates at that time. On demand by the Lender The fee and costs for switching your interest rate option before the maturity date Security release fee $65 At the time of repayment of the Investment Loan $50 plus $10 per page On demand by the Lender Additional copies of statements and reports $10 per page On demand by the Lender Direct Debit Dishonour Fee $50 On demand by the Lender Interest switching fee Fee to release our charge registered with ASIC when all amounts due to the Lender under the loan are repaid in full (Only if Borrower is a company) Information retrieval fee For providing archived or historical information about the loan Your financial institution may also charge you fees relating to any dishonoured payments 1 Fees and costs are inclusive of 10% GST (where applicable) less any Reduced Input Tax Credits (RITCs). Perpetual Protected Investments – Series 3 27 Loan fees and charges The Lender is entitled to be reimbursed for all costs, charges and expenses (including stamp duty, GST, search fees, security registration fees, security release fees and legal fees) incurred in relation to the Loan and Security Agreement and related documentation, the administration of the loans and any action to enforce the Lender’s rights under the Loan and Security Agreement. These fees and charges include those set out in the table above. All payments relating to the loan (including the fees shown above) will be made via direct debit. Increases or alterations to the fees and charges The fees set out above are current at the time of printing but may be subject to change without your consent for reasons including changes in the competitive, industry and regulatory environment or changes in costs. The Lender will not increase fees or charges without providing you with at least 30 days written notice, except for Government fees and charges. If you withdraw your investment or make a full loan repayment before the expiry of the notice period you will not be affected by the fee change. Payments to dealer groups Certain dealer groups may receive payments from the Lender based on the volume of business they generate. These payments are not an additional cost to you, they are paid by the Lender. The payments may be up to 1.00% pa of the total loan amount generated via the dealer group. Ongoing commissions Ongoing commissions are paid by the Lender on the basis that: b if you change your adviser, any ongoing commission payable by the Lender after such change has been notified in writing to Perpetual will be paid to your new adviser only byour new adviser (as notified to Perpetual in writing) will be paid the same rate of ongoing commission paid in respect of the Investment Loan. Some financial advisers may agree to waive (or rebate) their commissions but have no obligation to do so. Adviser remuneration The Lender pays the following remuneration to advisers for the loans. Table 10 – Adviser remuneration Adviser remuneration Amount (including 10% GST) How and when paid Upfront commission up to 1.10% of the loan principal amount This amount may be paid by us to your adviser following your investment. It is paid at our discretion out of our own funds. It is not a cost to you. Ongoing commission up to 0.65% pa of either This amount is paid by the Lender out of it’s own money following your investment. It is paid at the Lender’s discretion and is not an additional cost to you. i. the total amount of a 100% Investment Loan and any Gains Loan, or ii. a Capitalised Investment Loan Adviser service fee (100% Investment Loan only) 28 i. 0.25%, ii. 0.50%, or iii. 0.75% pa of the amount of the 100% Investment Loan and Gains Loan You may agree to pay an adviser service fee to your adviser by agreeing to increase the interest rate you are charged on your loan Paid by direct debit from the account notified to us. Taxation Introduction The following summary of the tax consequences of investing in the product is presented in simplified language. It has been derived from an opinion prepared for us by our tax advisers Baker & McKenzie. The summary provides a brief description of the common outcomes without detailing the conditions that have to be met for these outcomes to arise. For a fuller understanding, the Baker & McKenzie opinion can be accessed at www.perpetual.com.au/structuredproducts/ppi3 The summary is of a general nature only. You should not rely on it. The specific taxation consequences that apply to you depend on your particular circumstances. You should seek professional advice from a financial adviser and/or a tax adviser. The summary is based on the law and administrative practice as at 17 March 2008. Investors should be aware that the ultimate interpretation of the taxation law rests with the Courts and that the law and the way the Commissioner of Taxation administers the law may change at any time. Baker & McKenzie is not involved in the marketing of this product and its role should not be interpreted to mean that it encourages any party to invest. Tax consequences Trust distributions will include amounts subject to income tax. They will be taxed in the year in which the trust derives the income even though they may not be received until the following year. Investors will generally be subject to the capital gains tax rules. They will be taxed on any capital gains made when they sell fund units and will be able to offset any capital losses against capital gains they have made from the product or from any other source. The Establishment Fee will form part of the cost base for capital gains tax purposes. Interest on any of the loans is generally fully deductible unless it is not reasonably likely that the total trust distributions (that are subject to income tax) will exceed the interest expense. In this circumstance the Commissioner of Taxation can deny the interest deduction if the purpose of acquiring the product was either the tax benefits or the capital gains. Interest paid in arrears is deductible on a daily basis as it accrues. Prepaid interest is treated in two different ways: For Investors who are Individuals not carrying on a business, the interest can be claimed as a deduction upfront. Other Investors spread the deduction over the period to which it relates. The dynamic management fee and the administration fee are fully deductible on a daily basis as they accrue. If any amount of a loan does not have to be repaid under the limited recourse terms of the loan by a Non-Superannuation Investor, the amount of this benefit will be offset against revenue losses, capital losses, various other deductible amounts and the cost base of various assets. If the Investor is a Superannuation Fund, the amount of the benefit reduces the capital gains tax cost base of the fund units. GST is included in most of the fees. Investors who are not registered for GST or who do not acquire the product in the course of a relevant business will not be able to claim input tax credits for the GST. There are reasonably strong arguments that the Commissioner should not apply the anti-avoidance provisions in Part IVA to the product. If the Investor is carrying on a business in the United Kingdom some amounts received may be subject to United Kingdom, withholding tax. Some part of a trust distribution may not be subject to income tax but will be taxed as an adjustment to the capital gain or loss on sale of the fund units. Investors who are Individuals or trustees of Trusts will generally get a 50% discount on the amount of a capital gain that is subject to tax. For Superannuation Investors the discount is 331/3%. A transfer of fund units from Perpetual to the Investor will not incur capital gains tax at that time. No capital gain or loss is made until the Investor sells the fund units. Perpetual Protected Investments – Series 3 29 Additional information for all Investors Applying to invest Processing your application All application monies received will be held on trust in a bank account while all applications are processed. We retain any interest earned on this bank account. Once your application has been accepted, your money is transferred to your portfolio cash account and interests in the product are issued to you on the protection start date. No interest is earned on your portfolio cash account. The money in your portfolio cash account is invested in the funds you have selected on the investment date. Receipt of information If we do not receive the information required to complete your application prior to the protection start date, we may decline your application and return your money to you. We have absolute discretion to accept or reject any application. Tax File Number/Australian Business Number In order to participate in the product, we require you to provide your TFN or exemption information (if applicable). An Australian Business Number (ABN) may be used as an alternative to a TFN if your participation in the product is undertaken in the course of carrying out an enterprise. We are authorised under taxation laws to collect TFNs and ABNs in connection with your investment in the funds. Cooling-off rights As an Investor in the product, you have from the time you lodge your application until 19 days after the date we issue your interest in the product (that is, from the protection start date) to withdraw your investment from the product. This is the cooling-off period. The amount that is repaid will be adjusted taking into account any administration and transaction costs and any increase or decrease in your portfolio value as a result of market movements until your fund units are sold. If your portfolio contains call options this may take up to 15 business days after the end of the coolingoff period. Any commissions paid will be refunded. Any taxes paid which are not recoverable or the amount of any taxes which remain payable by us will not be refunded. Withdrawing your investment may create a taxable gain or loss. We recommend that you seek professional advice from your financial and/or tax adviser. 30 Your right to be repaid during the cooling-off period does not apply if you are a wholesale client (as defined in the Corporations Act). If you would like your investment to be repaid during this period you must write to us stating you would like to exercise your cooling-off rights. Your letter must be received by us no later than 5pm on the last day of the cooling-off period. If we receive your written request by 18 July 2008 your money will not be invested and you will avoid any dynamic management and administrative fees and exposure to market movements. You will still be liable for interest charges and early repayment fees under any loans. You do not have any cooling-off rights as a Borrower. If you borrow to invest and choose to withdraw from the product during the cooling-off period, you may not be able to recover the fees and costs of borrowing, nor any interest you have pre-paid if your loan has been drawn down when you withdraw. You will be liable to pay interest up to the date of repayment and may also be liable for early repayment fees. In any event, you are liable to repay the full amount of the loan regardless of the value of your portfolio. Minimum level of applications for an investment strategy We need a minimum value of applications for each investment strategy in the product to effectively manage the investment strategy. If we do not receive enough applications in any particular investment strategy, we will not be able to offer that investment strategy as part of the product. If this happens, based on your instructions in the application form, we will either allocate the relevant application money across the other investment strategies that you have selected (on a pro rata basis) or contact you for further instructions. Maximum level of applications for an investment strategy We need to allocate a maximum value of applications for each investment strategy in the product to manage the risk associated with the investment strategy. If any particular investment strategy is oversubscribed, we will allocate relevant fund units on a proportionate basis, subject to a minimum investment of $10,000. If this happens, subject to your instructions in the application form, we will either allocate the remaining application money across the other investment strategies that you have selected (on a pro rata basis) or contact you for further instructions. How is my portfolio operated? Power of attorney When we accept your application you will be recorded as a member. You have an absolute and indefeasible interest in possession to all of the assets of your portfolio (including income) and no interest in other Investors’ portfolios. You grant PIML a revocable power of attorney so PIML can instruct us to carry out the investment strategies and pay fees and expenses on your behalf. Revoking or varying the power of attorney will be treated as a withdrawal from the product. Distributions We will collect distributions on your behalf where the fund has net income to distribute. Distributions may be either paid into your portfolio cash account when received or automatically reinvested. This will be at PIML’s discretion. We will automatically deduct the administration and the dynamic management fees for the product on instructions from PIML in accordance with our power of attorney. We may sell fund units to do this. We may then automatically reinvest any balance in your cash account following payment of fees (also in accordance with PIML’s power of attorney) to increase your holding in fund units and/or call options. At PIML’s discretion, you may receive a cash distribution after 30 June each year. Depending on your circumstances you may have to pay income tax for your distributions regardless of whether you received (all or part of) them in cash or they were reinvested. For more information please see ‘Taxation’ on page 29 of this PDS. Can I withdraw from, transfer or mortgage my investment? Cash withdrawals The product is designed to provide you with your protected amount only on the protection end date. Therefore when you invest, you should do so with the intention of remaining in the product for the full term to the protection end date, as any amounts that you withdraw prior to that date are not capital protected. Depending on the performance of the fund you invested in, your portfolio value may be less than your investment amount at any time prior to the protection end date. If you make a partial withdrawal before the protection end date, the remaining protected amount for that investment strategy will be reduced in proportion to the amount that you withdraw. You can request a cash withdrawal of all or part of your portfolio value on a quarterly basis (as at 30 June, 30 September, 31 December or 31 March). If you make a partial cash withdrawal you must withdraw at least $10,000 (or the balance of your investment if less than $10,000) and leave a remaining portfolio value of at least $10,000. Any request to withdraw cash less than $10,000 will be rejected (unless you are withdrawing the balance) and any request which would result in a remaining portfolio value of less than $10,000 will be deemed to be a request to withdraw the total portfolio value. A withdrawal request must be in writing in a form approved by us. Please contact us to obtain the necessary form. The completed and signed form must be received by us before 5pm on the first business day of the last month of the relevant calendar quarter (see table below). Any requests received after this time will not be processed until the next withdrawal date. Table 11 – Withdrawal dates Withdrawal date Written Notice to be received by 5pm on: 30 June 1st business day of June 30 September 1st business day of September 31 December 1st business day of December 31 March 1st business day of March We will process your withdrawal request as follows: 1. a redemption request for all underlying fund units will be submitted to the relevant fund manager(s) on the withdrawal date (or, if that is not a business day, on the prior business day). 2. any call options in your portfolio will be exercised on the same day. When we receive delivery of fund units (within 10 business days after we exercise the options) we will redeem them. In each case, the redemption of fund units is subject to the fund’s standard redemption policies and procedures. You should consult the relevant fund’s PDS for more information. You are liable to pay all relevant fees and charges associated with the product up to the withdrawal date. Your portfolio value is subject to market movements until all fund units have been redeemed. The withdrawal proceeds will be net of any outstanding fees and charges. We will endeavour to pay withdrawal proceeds to you as soon as practicable. Proceeds will usually be available within 3 months from the withdrawal date. If, however, it is not practicable for us to process your withdrawal within this time, we must do so as soon as it becomes practicable in accordance with provisions prescribed by the Corporations Act. You should obtain financial advice before requesting a cash withdrawal from your portfolio. Withdrawal of the assets in your portfolio Because you are the owner of the assets in your portfolio, at any time prior to the protection end date you can also request that we transfer the assets in your portfolio to you. The value of any assets withdrawn prior to the protection end date is not capital protected. You should obtain financial advice before requesting withdrawal of the assets from your portfolio. Perpetual Protected Investments – Series 3 31 To withdraw fund units from your portfolio you must hold an individual account with the relevant fund to which we will transfer the units. If there are any call options in your portfolio UBS has the right to bring forward the exercise date of the call options. If UBS does this before they are transferred to you, we will exercise the call options for you (in accordance with our power of attorney) and the relevant fund units received will also be transferred to your individual fund account. Withdrawal of cash or assets where you have a loan If you have borrowed to invest, you must repay a proportionate amount of your Investment Loan (and any Annual Interest Loan or any Gains Loan) when you withdraw cash or assets from your portfolio. If you are a Non-Superannuation Investor and the cash withdrawal proceeds are less than the amount which then becomes due and payable under your loans when you make a withdrawal prior to the protection end date, you will have to make a payment to us from your own money which is equal to the shortfall. Mortgage of fund units We may, in our absolute discretion, note certain mortgagee interests over an investment (including any distribution reinvested from that investment). Superannuation Investors may not grant a charge over their investment in the product. Transfers A transfer of your interest in the product (that is a transfer of your rights as registered holder of your portfolio) will only be accepted in the case of death, incapacity or change of trustee and will only processed at a withdrawal date (see Table 11 above). In these circumstances we require written instruction in accordance with the notice requirements set out under ‘Cash withdrawals’ above and any other documents we consider appropriate. Nominal stamp duty will apply. To transfer any fund units in your portfolio to another person you will need to withdraw them from your portfolio (see ‘Withdrawal of the assets in your portfolio’ above) and then direct the relevant fund manager or responsible entity to transfer them to the other person on your behalf. Transfers to another person will only be possible where permitted by the constitution and PDS for the relevant fund. A transfer of fund units or of your interest in the product may have tax implications. You should seek financial advice before requesting a transfer. What happens at the protection end date? At the protection end date we will exercise any call options in your portfolio to buy fund units and then transfer custody of all your fund units to you or to an IDPS platform nominated by you. We will process the final withdrawal as soon as practicable following the protection end date. We can only transfer custody to you if you meet the requirements of the fund for minimum investment amounts or if the responsible entity of the fund agrees to waive them for you. 32 If you do not meet the minimum investment requirements, the responsible entity of the fund does not accept your application, or if you fail to give us instructions, we will redeem the fund units on your behalf and pay the cash proceeds to you. This may have tax implications (see Taxation on page 29). The value of your fund units at the protection end date will be net of outstanding fees and charges. If there is insufficient cash in your cash account at the protection end date to pay outstanding fees and charges, we will sell some of the fund units to do so (in accordance with our power of attorney). We will then transfer custody of the remaining fund units according to your instructions. Your fund units will not be capital protected after the protection end date and their value may fall between the protection end date and the date of transfer. We will process the final withdrawal as soon as practicable following the protection end date. Where can I get information about my account? Online account access You can access information about your portfolio online, including: b a list of your accounts b your portfolio’s asset allocation b a list of investments in each of your accounts b a summary of transactions b a detailed list of transactions. You can also download this information in a format that may be accessed by many other applications, for example accounting software or a spreadsheet. To register for Online Account Access please complete the relevant section on the application form. Please refer to the Online Account conditions of use at www.perpetual.com.au/ structuredproducts/ppi3 Continuous disclosure documents The product may be subject to certain regular reporting and disclosure obligations. Copies of the documents lodged with ASIC in relation to the product may be obtained from an ASIC office. As an Investor in the product you have the right to the following documents from us: b the annual financial report (including financial statements) we lodged with ASIC for the product b any half-year financial report (including financial statements) lodged with ASIC for the product b any continuous disclosure notices provided by us in respect of the product after lodgement of the above mentioned annual financial report and before the date of this PDS. Reports We will send you: b an investment confirmation, confirming your investment in the product b an initial investment statement showing your fund units and the protected amount this equates to b a distribution statement detailing any distribution from your fund units b an annual financial report for each financial year ending 30 June (including financial statements) sent within three months of year-end (optional) b an annual tax statement for each financial year ending 30 June, generally sent by the end of August, detailing income and capital gains information for your tax return. This includes realised capital gains and losses on disposal of assets in your portfolio b a periodic statement at least yearly or when you exit the product b a withdrawal statement for any withdrawal(s) you make from the product. These reports will also be sent to your adviser. What do you do with my personal information? Privacy Privacy laws apply to the way we and the Lender handle your personal information. We and the Lender collect information about you from your application form to establish and support the administration of your portfolio and to advise you of new developments. By applying to invest in the product and to borrow to invest, you agree with this usage. Your application can’t be processed and your portfolio can’t be administered if you don’t provide your personal information. The Corporations Act requires us to collect some personal information from you before we issue your interest in the product. You will be entitled to access all your personal information that we and the Lender hold about you (subject to limited exceptions) and can ask us to correct information that is wrong. If you would like to access your personal details or have any questions, please contact us. Disclosure We maintain a record of the information required to establish your account. This may include some of your personal information that is provided to us. We may disclose your personal information to: b external parties that provide services to us in relation to the product (eg providers of printing or postal services) b other members of the Perpetual Group for the purposes described under ‘Your privacy’ above. We also disclose information about your investments to your adviser. We will not disclose your personal information to any other parties unless required by law. Our privacy policy is at www.perpetual.com.au. Enquiries and complaints If you have an enquiry, you can either call the Perpetual Protected Investment Services Centre toll free on 1800 002 513 during business hours (Sydney time) or write to: Reply Paid 5126 Perpetual Protected Investments, GPO Box 5126, Sydney NSW 2001. We will endeavour to respond to your enquiry within 30 days. If you are not completely satisfied with the service you have received please contact us and we will respond within five business days. We will make every effort to resolve your issue within 30 days of us being notified. If your complaint remains unresolved after 45 days and the disputed amount is less than $100,000 (or $150,000 from 1 July 2008), you may refer it to the Financial Industry Complaints Service (FICS) on 1300 780 808. We are a member of FICS, an external dispute resolution service that helps resolve issues with financial service providers. FICS’s address is: PO Box 579, Collins Street West, Melbourne, Victoria 8007 Tel: 1300 780 808. Website is: www.fics.asn.au Consents All companies whose statements are included in this PDS have consented to the statements made by them and in the context in which they appear. The investment managers have prepared and consented to the statements about them in this PDS. The companies that have consented have not withdrawn their consent before the issue date of this PDS and have not authorised or caused the issue of this PDS. Constitution This product is a managed investment scheme governed by its constitution (Constitution) and regulated under Chapter 5C of the Corporations Act 2001 (Corporations Act). Perpetual is the responsible entity of the product. The Constitution is executed by Perpetual for the benefit of Investors and each Investor is entitled to enforce the Constitution. The terms of your portfolio (other than your instructions which appear in the power of attorney) are detailed in the Constitution. Perpetual Protected Investments – Series 3 33 The following summary lists other important terms of the Constitution. Property held on trust We hold each portfolio in a separate trust for the relevant Investor and may appoint a custodian to hold the assets of the portfolios. Commencement, duration and winding-up The product starts when we first receive application monies and issue interests in the product. We may end the product by giving at least a month’s notice to Investors. The product will end just before the 80th anniversary of the date of the Constitution, if it is not wound up before then. When the product ends, we must (unless assets are transferred to Investors) realise the assets and distribute the net proceeds (after paying fees and liabilities) to the Investors. Following distribution, we are discharged from further obligations. Subject to the Corporations Act, we are not liable to the Investors in contract, tort or otherwise for loss suffered in relation to the product, except if the loss is caused by our fraud or breach of trust. Subject to the Corporations Act, our liability to any person (including an Investor) in respect of the product is limited to the extent to which we are indemnified out of the assets for that liability. We are not required to do anything: b unless we are satisfied that our liability is satisfactorily limited b for which we do not have full indemnity of the assets available for that purpose and in respect of which there are sufficient assets to fully discharge any such liability we consider. We may retire when we want to and may appoint another company to be the new responsible entity, subject to the Corporations Act. Issue of interests in the product Rights and liabilities of Investors We can set minimum levels for applications and portfolio values and restrict when applications can be made. We can also reject an application without giving reasons. Your liability as an Investor with respect to the product is limited to the value of your portfolio. You may be liable for a greater amount under any loan arrangements. An interest in the product is issued on the later of the receipt of application money, approval of the application and the protection start date. We may convene a meeting of Investors at any time as prescribed by the Corporations Act and must do so on receipt of Investors’ request made in accordance with the Corporations Act. You do not become a member of the product and you do not acquire any rights as a member until your application is processed and your name is entered in the register of members for the product. No certificates will be issued unless we decide to do so. Changing the Constitution Our investment powers We must invest the assets of a portfolio as instructed by the Investor. Subject to this restriction we have the power in relation to the product that is legally possible for a natural person, trustee, or corporation to have, including dealing in any property (including any financial product). Our rights and liabilities We have rights to charge certain fees and to an indemnity for expenses and other liabilities. We and our associates may: b deal with our associates, the product, any Investors and ourselves in relation to the product and we may be acting in different capacities b be interested in any contract or transaction with our associates, the product or any Investor and retain for our own benefit any associated profits or benefits b act as responsible entity, trustee, investment manager or similar capacity for any other scheme, subject to acting in accordance with our duties under the Corporations Act. To the extent permitted by the Corporations Act and any indemnity allowed by the Corporations Act, we are entitled to be indemnified from your cash account for any liability incurred by us in the proper performance of our duties or powers in relation to the product. 34 We may change the Constitution, subject to the Corporations Act. Corporations Act requirements Subject to any relief we may obtain, the terms of the Constitution are subject to the requirements of the Corporations Act. This means we must do certain things, including: b holding application money in a complying account until the interest in the product is issued or the money is repaid. We will retain any interest on this money b repaying the amount required by the Corporations Act if an Investor exercises their cooling-off rights b valuing assets in accordance with the compliance plan and when required by the Corporations Act b preparing accounts of the product (or cause them to be prepared) in accordance with generally accepted accounting principles as they apply to managed investment schemes, ensuring that the accounts are maintained, audited and reported on as prescribed by the Corporations Act b appoint an independent registered company auditor to audit the accounts of the product. Instructions from Investors You may only provide instructions to us to deal with the assets in your portfolio by way of the power of attorney in the form contained in Section 5 of the application form attached to this PDS. Anti-Money Laundering / Counter Terrorism Financing Laws The rules The Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (AML/CTF Act) regulates financial services and transactions in a way that is designed to detect and prevent money laundering and terrorism financing. Under the AML/CTF Act, we are required: b to verify your identity before providing services to you, and to re-identify you if we consider it necessary to do so b where you supply documentation relating to the verification of your identity, we must keep a record of this documentation for 7 years. To ensure we comply with our obligations under the law, Perpetual has implemented a number of measures and controls, including carefully identifying and monitoring investors. Consequences of compliance As a result of the implementation of our compliance program: b transactions may be delayed, blocked, frozen or refused where we have reasonable grounds to believe that the transaction breaches Australian law or the law or sanctions of any other country b where transactions are delayed, blocked, frozen or refused we are not liable for any loss you suffer (including consequential loss) as a result of our compliance with the AML/CTF Act as it applies to the fund. b we may from time to time require additional information from you to assist us in this process. Reporting obligations to AUSTRAC We have certain reporting obligations pursuant to the AML/CTF Act. The legislation prevents us from informing you that any such reporting has taken place. Where legally obliged to do so, we may disclose the information gathered to regulatory and/or law enforcement agencies, including AUSTRAC, who is responsible for regulating the AML/CTF Act. Perpetual Protected Investments – Series 3 35 Financial Services Guide Issued by: Perpetual Investment Management Limited, ABN 18 000 866 535 AFSL 234426 Dated 17 March 2008 About this Financial Services Guide This Financial Services Guide (FSG) is an important document, which we are required to give you in accordance with the law. It provides you with information about Perpetual Investment Management Limited which is a member of the Perpetual Group (which means Perpetual Limited ABN 86 000 431 827 and its subsidiaries). Perpetual Investment Management Limited is referred to in this FSG as ‘PIML’, ‘we’, ‘us’ or ‘our’. Words that appear in italics (like this) are defined in the Glossary on pages 38 to 39 of the PDS. This FSG will help you understand the financial services that PIML provides and to determine whether or not you should use them. It includes details about: b how PIML can be contacted b the financial services PIML is authorised to provide b how PIML is remunerated b the internal and external dispute resolution procedures that you can access if you have a complaint about PIML’s services. The information contained in this FSG is general information only and has been prepared without taking into account any particular person’s needs or objectives. PIML provides no warranty regarding the suitability of any of the services described in this FSG for any person. Financial services provided by PIML The financial services that we are authorised to provide that are relevant to the product are described below. We are also authorised to provide other financial services and we will provide you with another FSG setting out details of these authorisations before we provide any such services to you. We are authorised to deal in financial products: applying for, acquiring, varying or disposing of financial products on behalf of another person in respect of the following classes of products: deposit products, derivatives and interests in managed investment schemes to retail clients. PIML, acting in its personal capacity will provide dynamic management services to you in respect of your portfolio by giving instructions (on your behalf) to Perpetual in its capacity as responsible entity of the product and trustee of your portfolio. 36 By giving dynamic management services instructions we will arrange for the acquisition, holding and disposal of fund units, call options and your cash account in accordance with your selected investment strategies. The dynamic management services are described in detail on page 6 of the PDS. Remuneration for the services provided You will pay a dynamic management fee of 0.70% pa of your protected amount (reduced to Nil if no fund units are held). The dynamic management fee will be calculated daily on your protected amount and deducted from your portfolio quarterly in arrears, on withdrawal from the product and on the protection end date. The dynamic management services are provided to you as the holder of a portfolio in the product. We will receive other fees in relation to, the product as, set out in the section headed ‘Fees and other costs’ on page 18 of the PDS. We may also receive fees as the responsible entity of funds in which you may invest through the product, as shown on page 18 of the PDS. If you borrow to invest in the product, Perpetual Loan Company No. 2 Limited will receive interest payments, fees and other charges as set out on pages 16 of the PDS. We are also entitled to charge administration fees (see Table 1 ‘Product fees and other costs’ on page 18). Who we act for When providing the dynamic management services to you, PIML acts on its own behalf. However, when PIML gives dynamic management services instructions to Perpetual (as the trustee of your portfolio) on your behalf, we act on your behalf under our power of attorney. Relationships with other entities PIML is the issuer of the product and the issuer of some of the funds in which you may invest through the product as disclosed in the PDS. PIML is related to Perpetual Loan Company No. 2 Limited who issues loans to Investors for investment in the product. Product disclosure statements and statements of advice You should also receive a product disclosure statement (PDS) in relation to the product and for the relevant fund for each investment strategy in which you invest through the product, before you apply for investment in the product. The PDSs contain important information relating to an investment in the product and you should read them carefully. If you receive advice from a financial adviser in relation to investing in the product, you should also receive a statement of advice, which includes important information about the suitability of the product for you. Providing instructions to us Unless otherwise stated in the PDS, we require you to provide all instructions to us in writing, signed by you. Where those instructions are of a purely administrative nature, we will act in accordance with those instructions. If your instructions require us to act in the capacity of a trustee or responsible entity, we will consider your instructions in accordance with our legal obligations. Personal information Privacy laws apply to the handling of personal information. Any personal information that we collect about you will be handled according to our Privacy Policy. Our Privacy Policy can be viewed on our website www.perpetual.com.au or a copy obtained by contacting us (our contact details are provided on the inside back cover of this Combined PDS and FSG). You may be entitled to access all personal information that PIML holds about you. You also have the right to ask us to correct information about you that is inaccurate, incomplete or out of date. If you would like access or have any questions, please contact us (our contact details are provided on the back cover of this Combined PDS and FSG). Professional indemnity insurance We have adequate professional indemnity insurance in place to cover us for the financial services we provide. Contact details for FICS are as follows: PO Box 579, Collins Street West, Melbourne, Victoria 8007 Tel: 1300 780 808. Website is: www.fics.asn.au Australian Securities and Investments Commission You can also contact the Australian Securities and Investments Commission (ASIC) on 1300 300 630 to make a complaint and to obtain further information about your rights. Online account access If you choose to have online account access (see page 70), we will post your login ID and password to your address separately (for security purposes), including instructions on how to activate your login details online. Conditions of use The conditions of use of the online account can be found at www.perpetual.com.au/structuredproducts/ppi3. These conditions form part of this PDS and are deemed to be agreed to by you when you submit a completed application form attached to this PDS.A copy of the Conditions of Use for Online Account Access can also be obtained from us free of charge on request by phoning 1800 002 513. Direct Debit Request Service Agreement When you complete the application form you must provide us with a direct debit authority and are deemed to agree to the terms of our Direct Debit Request Service Agreement. The terms of this agreement must be read prior to completing the Direct Debit Authorisation and can be found at www.perpetual.com.au/ structuredproducts/ppi3. These terms form part of this PDS. A copy of the Direct Debit Request Service Agreement can also be obtained from us free of charge on request by phoning 1800 002 513. Complaints If you have a complaint about the service provided, you should call or write to us (our contact details are provided on the inside back cover of the (combined PDS and FSG). If you do not get a satisfactory outcome, you can contact the Financial Industry Complaints Service to help you settle your complaint. Financial Industry Complaints Service The Financial Industry Complaints Service (FICS) is an external dispute resolution scheme which provides free advice and assistance to consumers and Investors to help them in resolving complaints relating to members of the financial services industry. This includes managed investment schemes, pooled superannuation trusts, financial advice, investment advice and sales of financial or investment products. Perpetual Protected Investments – Series 3 37 Glossary 100% Investment Loan Loan offered for purposes of funding 100% of investment amount on pages 23 and 24. Applicant A person who completes and signs the application form. AFSL Australian Financial Services Licence. Annual Interest Loan Loan available to prepay interest annually in conjunction with a fixed rate 100% Investment Loan. ASIC The Australian Securities and Investment Commission. Borrower The borrower under the Loan and Security Agreement. business day A day that banks are open in Sydney and London. call option(s) Interests under the Call Option Agreement which gives the holder the right but not the obligation to purchase funds units at a predetermined price on exercise of the call option. The responsible entity will acquire call options from UBS on behalf of Investors. Call Option Agreement Master Call Option Confirmation Agreement between UBS and Perpetual in relation to the dynamic management of the product. Capitalised Investment Loan Investment Loan offered on pages 24 and 25. cash account The cash account set up for each investment strategy that forms part of your portfolio. See page 6 for further details. Corporate A company registered with ASIC and holding a current Australian Company Number. Corporations Act The Corporations Act 2001 (Cth) and the Corporations Regulations 2001 (Cth). dynamic management A formula-based technique that seeks to safeguard your protected amount on the protection end date. It allocates the assets in your portfolio between fund units and cash and call options (see page 6). Dynamic Management Services Agreement The Dynamic Management Services Agreement between UBS and PIML which governs the provision of dynamic management services by UBS to PIML (see page 6). fund A managed investment scheme that is offered or substituted as part of an investment strategy under the product. gains lock-in An increase in your protected amount when certain conditions are satisfied (see page 2). gearing Borrowing money to invest with the intention that the return generated from the investment will be greater than the cost of the borrowing. Guarantor The person (if any) who guarantees the Borrower’s obligations under the Loan and Security Agreement. high water mark The highest previous fund value (after adjustment for applications and redemptions), which is sometimes used to determine performance fees. The manager will only receive performance fees when the fund value is greater than its previous value. IDPS Investor Directed Portfolio Service. Income Tax Assessment Act The Income Tax Assessment Act 1936 or Income Tax Assessment Act 1997 as applicable. Individual A natural person over the age of 18 years. investment amount The total amount you invested in the product including your own principal contribution plus any amount borrowed under an Investment Loan. Investment Loans The 100% Investment Loan (see pages 22 to 23) and the Capitalised Investment Loan (see pages 24 to 25). investment strategy An investment strategy available under the product through which you can obtain capital protected exposure to a selected fund using dynamic management. Investor The registered holder of an interest in the product, which may include an Individual, Corporate, trustee, or Superannuation Fund Investor ID Identification number to be used each time you contact Perpetual either by telephone or writing. This number is also the registration number to enter the secure area of the website (if registered for Perpetual’s website). An Investor will be issued one Investor ID for this product. 38 Lender Perpetual Loan Company No. 2 Limited (ABN 40 008 739 035), (a subsidiary of Perpetual Limited which provides the loans under the Loan and Security Agreement. Lender’s Swap A Master Gap Risk Protection Swap Agreement between the Lender and UBS dated on or about the date of this PDS whereby in exchange for a fee (‘swap premium’) UBS agrees to pay to the Lender any difference between the value of portfolios and the protected amounts at the protection end date. Loan and Security Agreement The agreement between the Borrower, the Guarantor (if applicable) and the Lender containing all the terms and conditions of any loans offered in this PDS. A free copy of the agreement can be obtained at www.perpetual.com.au/structuredproducts/ppi3 or by contacting us on 1800 002 513. Loan–to-Value Ratio (or LVR) The total value of the principal, interest and any other amounts outstanding under a loan, divided by the value of the assets over which the Lender has security for repayment of that loan. margin call A payment required by a borrower to reduce the amount outstanding under a loan and restore the LVR to an agreed amount in circumstances where the value of the relevant assets decreases. maturity date1 The date your loan is repayable under the Loan and Security Agreement, being 31 May 2015. Non-Superannuation Borrower An investor other than a Superannuation Investor who borrows to invest in the product. Non-Superannuation Investor Investors other than Superannuation Funds. offer period1 The period from and including the date the offer opens (26 May 2008), to and including the date the offer closes (27 June 2008). Partnership Two or more individuals operating a business together with a view to making a profit. Perpetual entities Means Perpetual Investment Management Limited, Perpetual Trustee Company Limited, and Perpetual Loan Company No. 2 Limited. portfolio The investments relating to an investment strategy under the product which comprises fund units, a cash account and call options (if any). You will have a separate portfolio for each investment strategy you select. portfolio protection floor A hypothetical value used to determine how much of your portfolio may be invested in a fund. It is equal to the amount you would need to invest in fixed interest investments (at the relevant date) to grow to an amount equal to the protected amount by the protection end date (See page 3). portfolio value The sum of the redemption proceeds of your fund units, the dollar amount of your cash account and the market value of your call options (if any) in your portfolio. power of attorney An agreement whereby you appoint a person (attorney) to carry out actions on your behalf. principal contribution The amount of your own money invested in relation to a Capitalised Investment Loan or an investment only. product Perpetual Protected Investments – Series 3. The term product in this PDS does not include a loan. protected amount Your investment amount and any proportion of unrealised gains (gains lock-in) which are protected during the protection period. If you withdraw any amounts prior to the protection end date, the protected amount will be reduced in proportion with your withdrawal. protection agreements The Dynamic Management Services Agreement, the Call Option Agreement and the Lender’s Swap. protection end date1 The date the capital protection under the product ends, which is 31 May 2015. protection period The period during which the capital protection under the product applies, which is from the protection start date to the protection end date. protection start date1 The date the capital protection under the product begins, which will be on or about 25 July 2008. Superannuation Borrower A Superannuation Investor who borrows to invest in the product. Superannuation Fund A superannuation fund that is a regulated superannuation fund for the purposes of section 19 of the Superannuation Industry (Supervision) Act 1993 (‘SIS Act’) including a self-managed superannuation fund. Superannuation Investor An Investor who invests as the trustee of a Superannuation Fund. Trust A trust arrangement documented under a formal trust instrument. trustee A person (either a natural person or a body corporate) who holds property for the benefit of another. The trustee owes a fiduciary duty to the beneficiaries of the trust and may deal with trust property only as permitted by the terms of the trust as set out in the trust instrument and/or legislation and/or general trust law. UBS Means UBS AG, London branch. unincorporated association, club, charity A group of individuals working together with a common goal but not for the purposes of making a commercial profit. units A legal interest in the underlying unit trust constituting a fund. volatility The extent of fluctuation in an asset’s price. The higher the volatility, the less certain an investor is of return, and therefore volatility is one measure of risk. 1 Dates and times are indicative only and subject to change Perpetual Protected Investments – Series 3 39 Contacts Mail Phone Fax Online Reply Paid 5126 Perpetual Protected Investments GPO Box 5126 Sydney NSW 2001 Australia Investors 1800 002 513 02 8256 1416 Account Access Online www.perpetual.com.au Product and loan general information online www.perpetual.com.au/structuredproducts/ppi3 Advisers 1800 002 513 Email ppi@perpetual.com.au No stamp required if posted in Australia Transactions/changes Mail Make an investment ✓ Make a partial or complete withdrawal ✓ Fax Phone Online What do I do? –R ead the current PDS and send us the completed ‘Application for investment’ form with your cheque or loan application and supporting documentation. Before the cut-off date for each quarterly withdrawal date: ✓ – send us a withdrawal form –w rite or fax us with your Investor ID and account ID, the percentage you would like to withdraw from a particular investment strategy or from your portfolio as a whole (across all your investment strategies). Please sign and date this document. Change my contact details ✓ ✓ ✓ ✓ –P hone us with your new contact details. You’ll be asked some security questions and your Investor and account ID. –W rite or fax us stating your name, Investor and account ID, your old address and your new address. Please sign and date this document. 40 Who can apply? To invest you must be: b over 18 years-of-age and not under a legal disability; b an Australian resident for tax purposes. You must be an Australian resident operating from Australia for Australian tax purposes and you must be not be carrying on a business in the UK. This restriction applies to individuals, corporates, trusts and guarantors (see pages 21-22 ‘United Kingdom Taxation’ and ‘United Kingdom Withholding Tax’ for further details); and b an eligible Investor as shown in the following table (see Glossary for definitions). Investor Eligible to Invest Eligible for a Capitalised Investment Loan Eligible for a 100% Investment Loan (and optional Interest Loan Individual YES YES YES Corporate YES YES YES Individual trustee YES YES YES Corporate trustee YES YES YES Superannuation fund trustee – single trustee YES YES NO Superannuation fund trustee – joint trustees YES YES NO Joint investors NO NO NO Partnership NO NO NO Unincorporated associations, club, charities NO NO NO We reserve the right to accept or reject applications at our sole discretion. Perpetual Protected Investments – Series 3 41 How to apply To invest in Perpetual Protected Investments – Series 3, and to obtain an Investment Loan you must complete the following Application Form and submit it to us, along with all required supporting documentation, so we receive your original application before 5pm (AEST) Friday 27 June, 2008. Application requirements If you are investing using all your own money, or by making a Principal contribution with a Capitalised Investment Loan please include your cheque made payable to PIML – PPI3 (Investors name), with your application. Alternatively we can direct debit your nominated bank account. We require a certified copy of photo identification that includes a signature, such as a driver’s licence or passport, from all persons signing the application form as (or on behalf of) an Investor, Borrower or Guarantor. If you are applying for a loan you must complete the loan application section in the application form and submit it, along with all required supporting documentation, with your application for investing in the product. If approved, your loan proceeds will be automatically drawn down and invested on your behalf. Loan repayments will be direct debited from your nominated bank account. Unless we receive additional authorised signatory information, the directors, company secretary or attorney signing the application will be the only authorised signatories for the company’s investment and loans(s) where applicable. You can add authorised signatories by notifying us in writing, signed by authorised company officers and all new authorised signatories, and providing us with proof of identity for the new signatory (as above). How to submit your application Trustee Applicants Please send us your application form, supporting documents (and cheque if applicable) to one of the addresses listed below. We must receive your original application (not a photocopy or fax) before 5pm (AEST), Friday 27 June 2008. All trustee applicants must supply a certified copy of the trust deeds along with either a solicitors certificate or a request for Perpetual to review (refer page 4 of the application form). By mail (no stamp required if posted in Australia) Reply Paid 5126 Perpetual Protected Investments GPO Box 5126 Sydney NSW 2001 If the application is signed under a power of attorney, please send the original power of attorney or a certified copy of it to us with your application. If signed under power of attorney, the attorney certifies that he or she has not received notice of revocation of the power of attorney. If mailing please post no later than Tuesday, 24 June 2008 to avoid missing the closing date due to mail delays. What happens after your application has been submitted In person Perpetual Protected Investments New South Wales Level 12 Angel Place 123 Pitt Street Sydney NSW 2001 42 Proof of identity To comply with the new Anti-Money Laundering and Counter Terrorism Financing Act (AML/CTF Act), we require Proof of Identity from ALL signatories Company signatories Attorneys We will send you a notification confirming receipt of your application and notify you or your financial Adviser if your application is approved and any conditions of approval. If you choose to have Online Account Access to view your portfolio, you will also receive your login details within a month of the protection start date. Supporting documents for loans If applying for a 100% Investment Loan (with optional Annual Interest Loan) the following identifies when and what supporting documentation is required. Please note the dollar limit quoted in the tables below include total borrowings across ALL Perpetual Protected Investment series. Income verification requirements (mandatory) Individual or Individual trustee PAYG (one of the following) Letter of employment The letter of employment must be typed and signed by an appropriate representative (Payroll Officer / Manager, HR Manager OR Owner of the business). The letter needs to be on the employer’s letterhead and must include the employer’s Australian Business Number (ABN). The letter of employment must be dated and needs to confirm: – – – – – Date the employee commenced work Position held Basis of employment (full-time / part-time / casual) Income earned (confirming any overtime) Bonuses &/OR Allowances received The letter of employment must not be more than two months old at time of initial assessment and approval. Two consecutive payslips Two consecutive payslips will need to be provided with the latest payslip not being more than two months old. Where the payslips do not demonstrate a consistent level of income received, such payslips can be annualised to determine a consistent annual income amount – particularly where the year to date figure consists of overtime and/or shift allowances received in addition to the base income. Payslips will need to note: – – – – – Borrower’s name Employer’s name and ABN Pay period Amount earned during pay period + Break-up of income received (base income, overtime, allowances, etc.) include the year to date figure. Cash pay envelopes and handwritten payslips are NOT acceptable. PAYG Summary and payslip The most recent financial year’s PAYG Summary must be provided along with a payslip not being more than two months old. Hand written PAYG Summaries must be accompanied with the corresponding tax assessment notice. The PAYG Summary must include: – Employer’s name and ABN – Borrower’s name and residential address – Total Income amount received (incorporating any allowance received). The payslip will need to note: – – – – Last two years tax returns Borrower’s name Employer’s name and ABN Pay period Total Income amount earned during the pay period + break-up of the income received (base income, overtime and allowances etc) and include the year to date figure. The last two years Personal Tax Returns that have been completed by a registered tax agent. If the borrower is a director of a company, the last two years company returns will need to be provided, along with the corresponding financial statements. Partnership and Trust returns will need to be provided where income is derived via these means. Individual or Individual trustees self-employed Last two years tax returns The last two years Personal Tax Returns that have been completed by a registered tax agent. If the borrower is a director of a company, the last two years company returns will need to be provided, along with the corresponding financial statements. Partnership and Trust returns will need to be provided where income is derived via these means. Perpetual Protected Investments – Series 3 43 Corporate or Corporate trustee Corporate A copy of the full financials (including balance sheets and profit and loss statements) of the company showing the last two years’ details, signed by an authorised officer and confirmation of the director’s income (as per Individuals above). Trust Trust A copy of the full financials (including balance sheets and profit and loss statements) of the Trust showing the last two years’ details, signed by an authorised officer and confirmation of the director’s income (as per Individuals above).) Plus Verification as required for the trustee from the above list. Asset verification requirements Asset verification requirements – where total Perpetual Protected Investments Series loans are $600,000 or greater Shares and managed funds Copies of latest share holdings statements Cash Copies of bank statements showing cash holdings. Statements are to be no older than one month. Copies of Fixed Term Deposit Certificates, must still be current. Property Most recent rates notices or copy of the Certificate of Title. Where a liability is outstanding on the property, copy of the most recent loan statement evidencing the liability. 44 Guide to completing the application form If you wish to apply to invest in Perpetual Protected Investments – Series 3 you must complete the application form attached to the PDS in accordance with the following instructions. Read and complete: Section 1 All Applicants Section 5 Checklist Section 1 Investing your own money only Section 2 Section 5 Section 1 Capitalised Investment Loan Section 3 Section 5 Section 1 100% Investment Loan & optional Annual Interest Loan Section 4 Section 5 Appendices Where required Adviser Section 7 Perpetual Protected Investments – Series 3 45 This page intentionally left blank. This page intentionally left blank. This page intentionally left blank. Perpetual Protected Investments – Series 3 Combined Financial Services Guide and Product Disclosure Statement dated 17 March 2008 Issued by Perpetual Investment Management Limited ABN 18 000 866 535 AFSL 234426 Application form Wealth Focus Pty Ltd PO Box 760 Manly NSW 1655 Tel 1300 55 98 69 Dealer Group Number: 51229609 Section 1 Applicant Details (all applicants to complete) For your application to proceed you must sign below. I confirm that I have read and understood the Supplementary PDS dated 23 May 2008 Signature Signature (same signatories as required in Section 5(c)) page 1 of 30 47 Perpetual Protected Investments – Series 3 Application form Section 1 – Applicant details Investor type (please indicate one) g Individual (in personal capacity) g Trust – Individual trustee g Superannuation Investor – joint trustee g Corporate (in own capacity) g Trust – Corporate trustee g Superannuation Investor – Corporate trustee g Capitalised Investment Loan g 100% Investment Loan + optional Annual Interest Investment type (tick one only) g Investment Only (Complete Section 2) (Complete Section 3) Loan (Complete Section 4) Tax residency status Are you an Australian resident for tax purposes? g yes g no If no, you are not eligible to invest in this product. Are you carrying on a business in the United Kingdom? g yes g no If unsure, please contact your adviser. If yes, you are not eligible to invest in this product. Please note that you should advise us of any subsequent change to your tax residency status or if you start to carry on a business in the United Kingdom. 1(a) – Personal Details – Individual investor, trustee and Guarantor Surname Given name(s) Title Marital status ggggggggggggggggggggggggg ggggggggggggggggggggggggg Mr g Mrs g Miss g Ms g Other Date of birth g g g g g g g g g g g g g g g g g g g male g female g number of dependents g g Have you ever had an alias, or been known by another name? g no g Drivers Licence Number g g g g g g g g g gggggggggggggggggggg If yes, please provide your other name(s) Residential address g g g g g g g g g g g g g g g g g g g g g g g g g Suburb g g g g g g g g g g g g g State g g g Postcode g g g g Postal address ggggggggggggggggggggggggg Suburb g g g g g g g g g g g g g State g g g Postcode g g g g Phone (after hours) g g g g g g g g g g Phone (business hours) g g g g g g g g g g Mobile g g g g g g g g g g Fax g g g g g g g g g g Email g g g g g g g g g g g g g g g g g g g g g g g g g Tax file number g g g g g g g g g ABN g g g g g g g g g g g OR Exemption g g g g g g g g g g g g g g g g g g g g g g g g g yes (if different from above) 1,3 1,3 2,3 1.Existing clients (Australian Investors only): We will use the Tax File Number (TFN) & Australian Business Number (ABN) or Exemption you have previously advised unless you request us not to. If you do not wish Perpetual to use the TFN & ABN or Exemption already quoted, please tick the box on the right. For information regarding the provision of TFNs & ABNs or Exemptions please see page 30 of the PDS. 2.If exempt, please specify. If due to pension or allowance, please state full name of benefit, eg Age Pension. For information regarding the provision of TFNs & ABNs or Exemptions please see page 30 of the PDS. 3.Guarantors and trustees are not required to complete the TFN, ABN or Exemption sections. A TFN, ABN or Exemption for a trust or Superannuation Investor is to be provided in section 1(c). 48 page 2 of 30 Wealth Focus Pty Ltd PO Box 760 Perpetual Protected Investments – Series 3Manly Application form NSW 1655 Tel 1300 55 98 69 Dealer Group Number: 51229609 1(a) – Personal Details (continued) Previous residential address (if less than three years at your current address) Suburb Country Occupation Employment status Present employer (if self employed state, the trading name) How long with employer? Employer phone Previous employer (if less than three years at the current employer) Previous employer? ggggggggggggggggggggggggg g g g g g g g g g g g g g State g g g Postcode g g g g ggggggggggggggggggggggggg ggggggggggggggggggggggggg PAYG g self-employed g ggggggggggggggggggggggggg g g / g g (years/months) full-time g part-time casual g contracting g gg gggg gggg ggggggggggggggggggggggggg g g / g g (years/months) full-time g part-time casual g contracting g 1(b) – Corporate and Corporate trustee (to be completed by Corporate and Corporate trustee Investors) ggggggggggggggggggggggggg Registered address ggggggggggggggggggggggggg Suburb g g g g g g g g g g g g g State g g g Postcode g g g g Country g g g g g g g g g g g g g g g g g g g g g g g g g Trading address ggggggggggggggggggggggggg Suburb g g g g g g g g g g g g g State g g g Postcode g g g g Country g g g g g g g g g g g g g g g g g g g g g g g g g Contact name g g g g g g g g g g g g g g g g g g g g g g g g g Direct Phone g g g g g g g g g g Phone (switch) g g g g g g g g g g Tax file number g g g g g g g g g ABN g g g g g g g g g g g OR exemption g g g g g g g g g g g g g g g g g g g g g g g g g g Yes g No Is the company regulated? g ASIC g ATO g APRA OTHER If yes, indicate by whom: Company name (if different from above) (if different from above) 1,3 1 2,3 If the company is licensed by the above organisation(s), please provide license numbers: 1.Existing clients (Australian Investors only): We will use the Tax File Number (TFN) & Australian Business Number (ABN) or Exemption you have previously advised unless you request us not to. If you do not wish Perpetual to use the TFN & ABN or Exemption already quoted, please tick the box on the right. For information regarding the provision of TFNs & ABNs or Exemptions please see page 30 of the PDS. 2.If exempt, please specify. If due to pension or allowance, please state full name of benefit, eg Age Pension. For information regarding the provision of TFNs & ABNs or Exemptions please see page 30 of the PDS. 3.Guarantors and trustees are not required to complete the TFN, ABN or Exemption sections. A TFN, ABN or Exemption for a trust or Superannuation Investor is to be provided in section 1(c). page 3 of 30 49 Perpetual Protected Investments – Series 3 Application form 1(c) – Trust or Superannuation Investor Please complete this section for the Trust or Superannuation Investor and enter the trustee details in sections 1a and 1b above as appropriate. Name of Trust or Superannuation Fund Tax file number1 OR exemption2 ggggggggggggggggggggggggg ggg ggg ggg ABN g g g g g g g g g g g ggggggggggggggggggggggggg 1 Where there are multiple or joint trustees all are to complete Appendix B. 1.Existing clients (Australian Investors only): We will use the Tax File Number (TFN) & Australian Business Number (ABN) or Exemption you have previously advised unless you request us not to. If you do not wish Perpetual to use the TFN & ABN or Exemption already quoted, please tick the box on the right. For information regarding the provision of TFNs & ABNs or Exemptions please see page 30 of the PDS. 2.If exempt, please specify. If due to pension or allowance, please state full name of benefit, eg Age Pension. For information regarding the provision of TFNs & ABNs or Exemptions please see page 30 of the PDS. Certification from trustee’s solicitors Trustee applicants are required to provide a certificate from their solicitor confirming details of the trust deed as set out in Appendix A. I am submitting the following to Perpetual g a Trustee Solicitor’s Certificate (Appendix A) signed by the trustee’s solicitor OR g please have Perpetual review the trust documents and charge the fee of $330 (including GST) to my nominated bank account. In all cases a certified copy of the Trust Deed including any amendments must be provided with your application form 1(d) – Notifications (must be completed by all Investors) Existing Clients If you are a current investor with Perpetual Protected Investments, please complete: Investor ID gggggggg Account ID gggggggg Online Account Access I would like to view my investment details online. (Refer to page 32 and 37 of the PDS) g Yes g No Annual Financial Report I would like to receive the PPI Annual Financial Report. Where no selection is made, an Annual Financial Report will NOT be sent automatically each year. (Refer to page 32 of the PDS) g Yes g No Tax invoice (only complete if you require a tax invoice) I am registered for GST and would like to receive tax invoices for product and/or loan related fees payable to Perpetual. (including Adviser Service Fee if applicable) Applicable ABN 50 page 4 of 30 ggggggggggg Wealth Focus Pty Ltd PO Box 760 Perpetual Protected Investments – Series 3 Manly Application form NSW 1655 Tel 1300 55 98 69 Dealer Group Number: 51229609 1(e) – Payments 1(e)(i) – Banking details (to be completed by all Investors) Please nominate the bank account you would like your distributions from the product deposited into. This account must be in the name of the Investor. If you are an Individual Investor, a joint bank account can be nominated, however, you must be one of the holders of the joint account. If you have applied for a loan, all payments due to the Lender under the loan (including without limitation payments on account of principal, interest, fees and expenses) will be debited from this account. If there are insufficient funds in your account, a direct debit dishonour fee (currently $50) will be charged by Perpetual. Your bank may charge additional fees. Account name Financial institution Branch Branch number (BSB) ggggggggggggggggggggggggg ggggggggggggggggggggggggg ggggggggggggggggggggggggg ggg ggg Account number g g g g g g g g g 1(e)(ii) – Direct debit authority (to be completed by all Investors) I request and authorise the Lender, Perpetual Loan Company No. 2 Limited ABN 40 008 739 035, (debit user identification number 338418) and Perpetual Investment Management Limited (PIML) 18 000 866 535 (debit user ID number 367531) to arrange for any amount the Lender may debit or charge me pursuant to the terms of any loan, or any amount I have agreed to pay in regard to the product to be debited through the bulk electronic clearing system from the account identified above, subject to the terms and conditions of the direct debit request service agreement which I have read and hereby confirm my agreement with (refer www.perpetual.com.au/structuredproducts/ppi3 and page 37 of the PDS). All required account signatories must sign below. If it’s a company account, then the authorised signatories must sign. Given name(s) Surname ggggggggggggggggggggggggg ggggggggggggggggggggggggg Signature Given name(s) Surname Date g g g g g g g g g I confirm I am individually authorised to operate the joint account specified in 3a. ggggggggggggggggggggggggg ggggggggggggggggggggggggg Signature For all bank account related enquiries including rejected distributions and dishonoured direct debits, please contact: Date g Myself g g g g g g g g g My adviser (if applicable) If we cannot contact your adviser within the first 48 hours, we will contact you for these enquiries Please proceed as follows – (one option only) 1. Investing your own money only – go to Section 2 2. Capitalised Investment Loan – go to Section 3 3. 100% Investment Loan and optional Annual Interest Loan – go to Section 4 page 5 of 30 51 Perpetual Protected Investments – Series 3 Application form Section 2 Investment Only – No Loan (only to be completed if you are investing only your own money with no loan required) Complete only one of Sections 2, 3 or 4 52 page 6 of 30 Wealth Focus Pty Ltd PO Box 760 Perpetual Protected Investments – Series 3 Manly Application form NSW 1655 Tel 1300 55 98 69 Dealer Group Number: 51229609 Section 2 – Investment Only – (Do not complete if you are applying for a loan) The minimum investment is $25,000 if you are investing your own money. If you are paying by cheque, please make the cheque payable to PIML – PPI3 (Investors name). Alternatively Perpetual can direct debit these funds from your nominated bank account. Please indicate below. g g g g g g g g Minimum Investment amount $25,000 then increments in multiples of $5,000. g I have enclosed a cheque for the above amount OR g Please direct debit my nominated bank account Investment amount $ If direct debiting, we will direct debit the account nominated in section 1(e) above on or close to Monday, 14 July 2008 Investment Instructions Asset class – fund ARSN Investment amount (minimum investment per strategy $10,000 and then in increments of $500) Australian equity funds Ausbil Australian Active Equity Fund 089 996 127 $ , , 0 0 . 0 0 Ausbil Australian Emerging Leaders Fund 089 995 442 $ , , 0 0 . 0 0 Challenger Wholesale Australian Share Fund 091 189 132 $ , , 0 0 . 0 0 Perpetual’s Wholesale Australian Fund 091 189 132 $ , , 0 0 . 0 0 Schroder Wholesale Australian Equity Fund 100 857 823 $ , , 0 0 . 0 0 Vanguard Australian Shares Index Fund 090 939 718 $ , , 0 0 . 0 0 AXA Wholesale Global Equity Value Fund 098 445 464 $ , , 0 0 . 0 0 DWS Global Equity Thematic Fund 090 379 105 $ , , 0 0 . 0 0 GVI Global Industrial Share Fund 112 369 552 $ , , 0 0 . 0 0 Perpetual’s Wholesale International Share Fund 091 186 837 $ , , 0 0 . 0 0 T. Rowe Price Global Equity Fund 121 250 691 $ , , 0 0 . 0 0 Vanguard International Shares Index Fund (Hedged) 121 250 691 $ , , 0 0 . 0 0 Aberdeen Asian Opportunities Fund 106 201 236 $ , , 0 0 . 0 0 Colonial First State Wholesale Global Resources Fund 087 561 500 $ , , 0 0 . 0 0 IOOF/Perennial Global Property Trust 118 190 542 $ , , 0 0 . 0 0 Macquarie International Infrastructure Securities Fund 115 990 611 $ , , 0 0 . 0 0 Merrill Lynch Global Allocation Fund (Aust) (Class D Units) 114 214 701 $ , , 0 0 . 0 0 Perpetual’s Wholesale Ethical SRI Fund 099 975 041 $ , , 0 0 . 0 0 Platinum Asia Fund 104 043 110 $ , , 0 0 . 0 0 Premium China Fund 116 380 771 $ , , 0 0 . 0 0 $ , , 0 0 . 0 0 Global equity funds Specialist funds Total investment amount page 7 of 30 53 Perpetual Protected Investments – Series 3 Application form Your money may need to be reallocated if: • the minimum requirements of an investment strategy are not met causing it to be withdrawn from the product (Please refer to ‘Additional Information’ on page 30 of the PDS); or • the maximum amounts for an investment strategy are exceeded (see page 30 of PDS). Please tick the box below if you would like to be contacted about the way your money is reallocated, otherwise we will reallocate your money pro-rata across the investment strategies you have selected. g Please contact me to confirm the reallocation of my money if necessary. If I can’t be contacted within 24 hours, please g reallocate that portion of my money pro rata across my other investment strategies, g refund that portion of my money to my account nominated in 1(e) Please proceed to Section 5, Declarations, representations, consents, acknowledgements and signatures. 54 page 8 of 30 Perpetual Protected Investments – Series 3 Application form Section 3 Capitalised Investment Loan (Complete this section if you are contributing your own Principal to the investment and also require a Capitalised Investment Loan) See pages 21 and 24 to 28 of the PDS Complete only one of Sections 2, 3 or 4 page 9 of 30 55 Perpetual Protected Investments – Series 3 Application form Section 3 – Capitalised Investment Loan 3(a) – Principal Contribution The minimum principal contribution is $25,000.00 plus increments of $5,000. Principal contribution $ ggggggggggg Your loan amount will be set based on a Loan to Value Ratio (LVR) determined by Perpetual on or close to Friday 20 June 2008 (at the same time final interest rates are set) g I have enclosed a cheque for the above amount – OR – g Please direct debit my nominated bank account If direct debiting, we will direct debit your nominated bank account on or close to Monday, 14 July 2008 3(b) – Declaration as to purpose of loan (to be completed by all Individual Investors applying for a loan) IMPORTANT: You should not sign this declaration unless this loan is wholly or predominantly for business or investment purposes (or both). By signing this declaration you may lose your protection under the Consumer Credit Code. I declare that the credit to be provided to me by the Lender (credit provider) is to be applied wholly or predominantly for business or investment purposes (or both). Borrower name Borrower signature 56 page 10 of 30 ggggggggggggggggggggggggg Date g g g g g g g g Perpetual Protected Investments – Series 3 Application form 3(c) – Investment Instructions The minimum total principal contribution is $25,000, with a minimum principal contribution of $5,000 per investment strategy. Asset class – fund ARSN Principal Contributions per Investment Strategy (minimum $5,000 then in increments of $500) Australian equity funds Ausbil Australian Active Equity Fund 089 996 127 $ , , 0 0 . 0 0 Ausbil Australian Emerging Leaders Fund 089 995 442 $ , , 0 0 . 0 0 Challenger Wholesale Australian Share Fund 091 189 132 $ , , 0 0 . 0 0 Perpetual’s Wholesale Australian Fund 091 189 132 $ , , 0 0 . 0 0 Schroder Wholesale Australian Equity Fund 100 857 823 $ , , 0 0 . 0 0 Vanguard Australian Shares Index Fund 090 939 718 $ , , 0 0 . 0 0 AXA Wholesale Global Equity Value Fund 098 445 464 $ , , 0 0 . 0 0 DWS Global Equity Thematic Fund 090 379 105 $ , , 0 0 . 0 0 GVI Global Industrial Share Fund 112 369 552 $ , , 0 0 . 0 0 Perpetual’s Wholesale International Share Fund 091 186 837 $ , , 0 0 . 0 0 T. Rowe Price Global Equity Fund 121 250 691 $ , , 0 0 . 0 0 Vanguard International Shares Index Fund (Hedged) 121 250 691 $ , , 0 0 . 0 0 Aberdeen Asian Opportunities Fund 106 201 236 $ , , 0 0 . 0 0 Colonial First State Wholesale Global Resources Fund 087 561 500 $ , , 0 0 . 0 0 IOOF/Perennial Global Property Trust 118 190 542 $ , , 0 0 . 0 0 Macquarie International Infrastructure Securities Fund 115 990 611 $ , , 0 0 . 0 0 Merrill Lynch Global Allocation Fund (Aust) (Class D Units) 114 214 701 $ , , 0 0 . 0 0 Perpetual’s Wholesale Ethical SRI Fund 099 975 041 $ , , 0 0 . 0 0 Platinum Asia Fund 104 043 110 $ , , 0 0 . 0 0 Premium China Fund 116 380 771 $ , , 0 0 . 0 0 $ , , 0 0 . 0 0 Global equity funds Specialist funds Total investment amount Your money may need to be reallocated if: • the minimum requirements of an investment strategy are not met causing it to be withdrawn from the product (Please refer to ‘Additional Information’ on page 30 of the PDS); or • the maximum amounts for an investment strategy are exceeded (see page 30 of PDS). Please tick the box below if you would like to be contacted about the way your money is reallocated, otherwise we will reallocate your money pro-rata across the investment strategies you have selected. g Please contact me to confirm the reallocation of my money if necessary. If I can’t be contacted within 24 hours, please g reallocate that portion of my money pro rata across my other investment strategies, g refund that portion of my money to my account nominated in 1(e) Once your loan amount has been determined, your money will be allocated in the same proportions as the above selections. Please proceed to Section 5, Declarations, representations, consents, acknowledgements and signatures. page 11 of 30 57 Perpetual Protected Investments – Series 3 Application form Section 4 100% Investment Loan & optional Annual Interest Loan (only to be completed if you require one or both of the above options) See pages 21 and 24 to 26 of the PDS Complete only one of Sections 2, 3 or 4 58 page 12 of 30 Perpetual Protected Investments – Series 3 Application form Section 4 – 100% Investment Loan & optional Annual Interest Loan 4(a) – Application summary The minimum loan amount is $50,000.00 plus increments of $5,000. g I would like a 100% Investment Loan for my total investment which is $ g g g g g g g g g g g g I would also like an Annual Interest Loan. Please note – Annual Interest Loans are capped at a maximum of the interest payable on a 100% Investment Loan of $750,000. 4(b) – Loan application 4(b)(i) – 100% Investment Loan interest rate options The rates below are interest rate options for the 100% Investment Loan. We will set the actual interest rates for the first interest period on or as soon as practicable after Friday, 20 June 2008. You can see the indicative and actual rates at www.perpetual.com.au/structuredproducts/ppi3 or phone 1800 002 513. Interest rate option (select one only) Payment g Variable Interest will be debited monthly from your nominated bank account on the last business day of each month commencing 31 July 2008. g Fixed annually Prepaid interest will be debited from your nominated bank account on or close to 30 June each year commencing 30 June 2008. g Fixed for the term Prepaid interest will be debited from your nominated bank account on or close to 30 June each year commencing 30 June 2008. * All automatic direct debits will be processed at the close of business on the last business day of the relevant month. Interest payments will be debited from the bank account that you nominated in section 1(d)(i). 4(b)(ii) – Declaration as to purpose of loan (to be completed by all Individual Investors applying for a loan) IMPORTANT: You should not sign this declaration unless this loan is wholly or predominantly for business or investment purposes. By signing this declaration you may lose your protection under the Consumer Credit Code. I declare that the credit to be provided to me by the Lender (credit provider) is to be applied wholly or predominantly for business or investment purposes (or both). Borrower name ggggggggggggggggggggggggg Borrower signature Date g g g g g g g g 4(b)(iii) – Adviser service fee1 (optional) I agree to pay an adviser service fee of: g 0.25% pa g 0.50% pa g 0.75% pa of my 100% Investment Loan. Borrower name g g g g g g g g g g g g g g g g g g g g g g g g g Signature Date g g g g g g g g 1The adviser service fee is inclusive of 10% GST and represents the total amount which will be deducted from your nominated bank account by us to pay your adviser on your behalf. This fee is added to the loan interest rate and taken as part of the interest charge from your nominated bank account. page 13 of 30 59 Perpetual Protected Investments – Series 3 Application form 4(c) – Statement of financial position Assets Share % Amount $ Liabilities Share % Amount $ Property (residence) $ , , Mortgage (residence) $ , , Property (investment) $ , , Mortgage/loans (investment) $ , , Cash $ , , Personal loans and leases $ , , Shares $ , , Credit cards $ , , Motor vehicles $ , , $ , , Other (specify) Other (specify) Total Annual Income $ , , $ , , Total Amount $ Annual expenses Amount $ Salary (gross) $ , , Mortgage/rent (residence) $ , , Rent (gross) $ , , Mortgage/loan payments (investment) $ , , Dividends (gross) $ , , Personal loan, and lease payments $ , , Credit card $ , , Living expenses and school fees $ , , $ , , $ , , Other gross income (specify) Total $ , , Other (specify) $ , , Total If you are applying for a 100% Investment Loan you must provide supporting documentation. (Please refer to the ‘Supporting documents for loans’ section on page 43 of the PDS for a list of required documents). 60 page 14 of 30 Perpetual Protected Investments – Series 3 Application form 4(d) – Investment Instructions The minimum investment is $50,000. Asset class – fund ARSN Investment amount (minimum investment per strategy $10,000 and then in increments of $500) Australian equity funds Ausbil Australian Active Equity Fund 089 996 127 $ , , 0 0 . 0 0 Ausbil Australian Emerging Leaders Fund 089 995 442 $ , , 0 0 . 0 0 Challenger Wholesale Australian Share Fund 091 189 132 $ , , 0 0 . 0 0 Perpetual’s Wholesale Australian Fund 091 189 132 $ , , 0 0 . 0 0 Schroder Wholesale Australian Equity Fund 100 857 823 $ , , 0 0 . 0 0 Vanguard Australian Shares Index Fund 090 939 718 $ , , 0 0 . 0 0 AXA Wholesale Global Equity Value Fund 098 445 464 $ , , 0 0 . 0 0 DWS Global Equity Thematic Fund 090 379 105 $ , , 0 0 . 0 0 GVI Global Industrial Share Fund 112 369 552 $ , , 0 0 . 0 0 Perpetual’s Wholesale International Share Fund 091 186 837 $ , , 0 0 . 0 0 T. Rowe Price Global Equity Fund 121 250 691 $ , , 0 0 . 0 0 Vanguard International Shares Index Fund (Hedged) 121 250 691 $ , , 0 0 . 0 0 Aberdeen Asian Opportunities Fund 106 201 236 $ , , 0 0 . 0 0 Colonial First State Wholesale Global Resources Fund 087 561 500 $ , , 0 0 . 0 0 IOOF/Perennial Global Property Trust 118 190 542 $ , , 0 0 . 0 0 Macquarie International Infrastructure Securities Fund 115 990 611 $ , , 0 0 . 0 0 Merrill Lynch Global Allocation Fund (Aust) (Class D Units) 114 214 701 $ , , 0 0 . 0 0 Perpetual’s Wholesale Ethical SRI Fund 099 975 041 $ , , 0 0 . 0 0 Platinum Asia Fund 104 043 110 $ , , 0 0 . 0 0 Premium China Fund 116 380 771 $ , , 0 0 . 0 0 $ , , 0 0 . 0 0 Global equity funds Specialist funds Total investment amount Your money may need to be reallocated if: • the minimum requirements of an investment strategy are not met causing it to be withdrawn from the product (Please refer to ‘Additional Information’ on page 5 of PDS); or • the maximum amounts for an investment strategy are exceeded (see page 5 of PDS) • your loan is approved for a lesser amount (for Investors applying for a loan). Please tick the box below if you would like to be contacted about the way your money is reallocated, otherwise we will reallocate your money pro-rata across the investment strategies you have selected. g Please contact me to confirm the reallocation of my money if necessary. If I can’t be contacted within 24 hours, please g reallocate that portion of my money pro rata across my other investment strategies, g reduce my investment by that amount Please proceed to Section 5, Declarations, representations, consents, acknowledgements and signatures. page 15 of 30 61 Perpetual Protected Investments – Series 3 Application form Section 5 Declarations, representations, consents, acknowledgements and signatures (All applicants, trustees and Guarantors to read and sign) 62 page 16 of 30 Perpetual Protected Investments – Series 3 Application form Section 5 – Declarations, representations, consents, acknowledgements and signatures 5(a) – Borrower/Guarantor consents and acknowledgements 1.I declare that: (a)I am duly authorised to complete this application; (b)all information provided as part of this application is true and correct; (c)I have read the PDS for the product and for the relevant funds I am applying for and I understand the risks associated with an investment in the funds; (d)I agree to be bound by the terms of this PDS for the product; (e)I am not aware of any current or anticipated liquidation or bankruptcy proceedings against me; (f) I have read and understood the terms of the Loan and Security Agreement and agree to be bound by them; 2.I acknowledge that: (a)the Lender: (i) has not authorised or caused the issue of the product; (ii)takes no responsibility for any part of the product or the funds; and (iii)does not endorse or recommend investment under the product; (b) my obligations under the Loan and Security Agreement including repaying the loan and paying interest costs, fees and charges are not affected by: (i) the success or failure of any fund; (ii)the level of return from or loss of money invested in the fund units; or (iii)any illegality in connection with any funds; (c)Investments in the funds are not deposits with, or other liabilities of, the Lender, its related bodies corporate or affiliates, and are subject to investment risk, including possible delays in repayment and loss of income or capital invested. The Lender and its related bodies corporate do not guarantee any particular rate of return or the performance of the funds nor do they guarantee the repayment of capital invested; and 3.If acting as a trustee, I declare that I am duly authorised under the trust deed to borrow, invest and (subject to superannuation laws) grant security over the assets in my portfolio and acknowledge personal liability if this or my other representations are false. Use of information 1.I agree: (a)the information in this application form and any other information provided by me for this application (Information) is to allow the application for the loan to be processed and, if the application is successful, to allow the loan, and my obligations as Borrower/ Guarantor under the loan, to be administered and enforced. It may also be used and/or disclosed to the Lender’s affiliates and contracted service providers (the Entities) to offer investment and loan products to me; (b)should I fail to provide the Entities with any required information, the application for the loan may be refused and fund units will not be issued to the Investor, and the Entities will not be liable for any loss arising as a result; (c)the Information may be collected, held, used and disclosed by the Entities in accordance with the Privacy Act 1988 (Cth) and, I consent to the Entities disclosing my Information to a person authorised by me and notified to any Entity in writing as my representative, to the relevant fund investment managers and clearing houses, and foreign regulators; (d)the Entities will not be liable to me for the unauthorised accessing and releasing of any Information (except to the extent arising from the Entities’ gross negligence or fraud); and (e)I may request access to my information by contacting the Lender. 2.I consent to the Entities (and any other party who has an interest in the provision of the loans under the product): (a)using commercial credit information about me to assess an application for consumer or commercial credit or whether to accept me as a Guarantor for credit applied for by, or provided to the Investor, and assessing my creditworthiness; (b)using consumer credit information about me provided by a credit reporting agency to assess an application for consumer or commercial credit, to assess my creditworthiness, to collect, overdue payments from me and to avoid defaulting on my obligations; (c)giving to another credit provider (including one that has lent money on the same security) any information about my creditworthiness, credit standing, credit history or credit capacity. In particular, the Entities may provide a reference on me; (d)giving to any broker, financial consultant, accountant, lawyer or other adviser acting in connection with financing for me any consumer or commercial credit information; page 17 of 30 63 Perpetual Protected Investments – Series 3 Application form (e)disclosing any report or personal information about me to another party in connection with funding involving securitisation; (f) providing personal information and any of the above to my adviser; and (g)giving a credit reporting agency personal and commercial information about me, including the following where applicable: (i)information that is reasonably necessary to identify me (eg. name, gender, date of birth and current or last known address, current or last known employer, driver’s licence number); (ii) the fact that credit has been applied for and the amount; (iii) that the Lender is a current credit provider to me; (iv)that I am at least 60 days overdue in making a payment, including an interest payment, and that the Lender has taken steps to recover the amount (including any interest outstanding); (v)information about any overdue payment by me as the Guarantor under the guarantee given against default by the Investor in repaying the amount; (vi) that a cheque for more than $100 was drawn by me and was dishonoured twice; (vii) that in the opinion of the Lender, I have committed a serious credit infringement; (viii)that I am not and have not been overdue in making payments; (ix) that the Lender is not a current credit provider for me; (x) that the credit provided by the Lender has been paid or otherwise discharged; (xi) that a court judgment has been made against me; and (xii) that bankruptcy orders have been made against me. Loan security 1.I declare that the Investment Loan is only being used to acquire an interest in the product (your portfolio). 2.I acknowledge that: (a)my beneficial interest in the portfolio will be subject to a charge (or other arrangement compliant with superannuation laws) in favour of the Lender (b)after acquisition of my portfolio, the issuer will (if applicable) deliver to the Lender (or a nominee of the Lender): (i) any title documents relating to my portfolio; and (ii)any other documents relating to the loan. Power of attorney for the Loan(s) I appoint the Lender (the attorney) as my/our valid attorney in fact with full power to sign and deliver on my behalf any instruction which is necessary for the Loan and Security Agreement or the protection of the interests of the Lender or the exercise of the powers of the Lender. I further authorise the attorney to do the following in respect to any of the documents referred to above 1.complete any blanks; 2.make any amendments or additions; 3.instruct the operator of any relevant managed discretionary account service or any broker or other person in respect to any dealings (including any lodgements, applications, redemptions, releases and payment method and destination account of any distribution of application of proceeds) with my interests in my portfolio (including the fund units); 4.perform any action which should have been done to make the relevant documents valid; and 5.attend to the stamping or registration of any documents referred to above, together with all related and ancillary documentation. I declare that anything done by the attorney pursuant to the powers given to them will be binding on me as if those acts had been done by me. I agree to indemnify the attorney against any loss or costs it suffers or incurs in exercising these powers. The attorney may exercise the powers even if it involves a conflict of duty or conflict of interest. I may revoke this power of attorney in writing at anytime. Director’s declaration (for directors of Corporates and Corporate trustees only) I am a director of the Investor named in Section 1b (Corporate) and certify to the Lender that: 1.all details currently noted on the ASIC register for the Investor are correct and up to date; 2.the board of directors of the Investor (Board) has passed a resolution approving the transactions (Transactions) contemplated by the application form and the Loan and Security Agreement (the Documents) and authorising execution and delivery of the application form (and thereby the Loan and Security Agreement) by the attorney; 3.I have made due enquiry of all the Investor’s other directors. On the basis this enquiry, to the extent that any director of the Investor has an interest in the Transactions, all disclosures that are required by law have been made; 4.in approving the Documents and the Transactions, the Board: (a)considers that the Investor is receiving fair value under the Documents and the Transactions; 64 page 18 of 30 Perpetual Protected Investments – Series 3 Application form (b)has resolved that the Investor’s entry into and performance of the Documents and the Transactions is in the best interests of the Investor; (c)believes that the Investor can pay its debts as they become due, is not engaged or about to engage in business for which its financial resources are unreasonably small, will be able to perform its obligations under the Documents and the Transactions when required and will not become unable to pay its debts as they fall due as a result of its entry into the Documents and the Transactions; 5.the execution of this application form is a proper exercise of power by the Investor having obtained all necessary authorisations and consents to do so; 6.I am not aware of any liquidation proceedings that have been commenced or are anticipated by the Investor; 7.no additional consents are required by the Investor for entry into, execution or performance of the Transactions or the Documents and they will not cause the Investor to be in breach of any obligation or law affecting it, and 8.the Investor is not a strata corporation. 5(b) – Investor declarations, representations, consents and acknowledgements (For all applicants) Power of attorney for the product In consideration of Perpetual issuing the product, I appoint Perpetual (in its personal capacity) as my attorney to give instructions to Perpetual (as the responsible entity for the product) for implementing my investment strategies in accordance with the dynamic management and the PDS and paying for my portfolio expenses. This includes the power to give instructions to: 1.pay the fees and charges for which I am liable as set out in this PDS and my share of additional expenses, if any, payable under the constitution for the product (including my share of any amounts payable under the Call Option Agreement which are referable to the other) as they fall due from my cash account; 2.exercise call options and/or sell/redeem fund units to ensure that my cash account balance is sufficient to pay the above fees, charges and expenses or to repay the aggregate benefit referred to in paragraph 3 below; 3.use the funds in my cash account and/or the income from my portfolio to buy fund units, call options and other assets in accordance with my investment strategies or to repay any aggregate benefit accruing to my portfolio as a result of an error in the application of the investment strategy so as to correct the error and ensure that the investment strategy continues to be applied accurately; 4.enter into and exercise call options and pay call option premiums; and 5.otherwise deal with the assets in my portfolio in accordance with the relevant investment strategy. I may revoke the power of attorney in writing at any time and agree that doing so will result in a termination of my participation in the product. Declaration of representations and acknowledgements By signing this application form, you agree: 1.You have read and understood this PDS agree to be bound by its terms, and the constitution for the product. You understand the risks that have been set out and that there may be other risks. You have considered your goals, financial situation and needs and have decided that the product is suitable for you. In making this decision, you have taken independent financial, tax, accounting and legal advice as you think fit; 2.you are over 18 years of age and have full legal capacity to make this application, including granting the power of attorney; 3.you have provided your/the Applicant’s tax file number (TFN), australian business number (ABN) or exemption on the basis that we will: (a)comply with the law that authorises and governs its collection, storage, security and disposal; (b)apply it to all your investments and interests within the service; P lease note: You have not committed an offence if you do not provide your TFN, ABN or exemption. However, we will be unable to process the application until your (the Applicant’s) TFN, ABN or exemption has been provided to us. 4.you are an Australian resident operating from Australia for Australian tax purposes and are not carrying on a business in the United Kingdom; and 5.you acknowledge that we may have a material interest in a transaction entered into, with or for you. You authorise us to execute transactions in these situations including dealing as principal in the fund units you are subscribing for, buying or selling or providing services to other persons with interests in or who are proposing to subscribe for, buy or sell such fund units. 6.If acting as trustee on behalf of a Trust or Superannuation Fund you declare: (a)you are duly authorised under the relevant trust deed to make this application; (b)you are not prevented from granting the power of attorney; and (c)the Trust documents provided to Perpetual are all the documents for the Trust. page 19 of 30 65 Perpetual Protected Investments – Series 3 Application form Administration fee and dynamic management fee 1.In consideration for the services provided to me under the product, I agree to pay the administration fee and the dynamic management fee. (For more information, please refer to ‘Fees and other costs’ table on page 18 of the PDS.) Consent to recording I, 1. consent to the recording of all telephone conversations for this application or for future conversations about the product or loans with or without the automatic tone warning device; 2. agree to obtain consent of, and give notice of such recording to, any of my personnel that may be affected by it; and 3. agree that recordings may be submitted in evidence in any proceedings relating to this application; and 4. agree that the Perpetual is not obliged to maintain copies of such recordings and transcripts for the benefit of any other party. (end of page) 66 page 20 of 30 Perpetual Protected Investments – Series 3 Application form Section 5(c) – Signatures If signed under power of attorney, the attorney hereby certifies that he or she has not received notice of revocation of that power and has the power to appoint a sub-attorney. (The signature of the attorney must be done in the presence of a witness who must also sign and complete the ‘Witness’ section provided below. The original power of attorney, or a certified copy, must also be sent to Perpetual, if not previously provided. 5(c)(i) – Individual or Individual trustee Investor (or their attorney) Name ggggggggggggggggggggggggg Signature Date g g g g g g g g Date g g g g g g g g Witness of attorney I declare the attorney(s) above is/are personally known to me. Witness signature Witness name Witness address ggggggggggggggggggggggggg ggggggggggggggggggggggggg 5(c)(ii) – Corporate or Corporate trustee Investor Executed by the company in accordance with subsection 127(1) of the Corporations Act by authority of its director/s. Full name capacity ggggggggggggggggggggggggg g sole director g director g attorney Signature Full name capacity Date g g g g g g g g ggggggggggggggggggggggggg g sole director Signature g director g attorney Date g g g g g g g g 5(c)(iii) – Loan Guarantor (must be signed by the director acting as Guarantor for a Corporate or Corporate trustee Investor) I have obtained independent legal and financial advice and understand my obligations as the Guarantor. Signature of Guarantor must be done in the presence of a witness who must complete the ‘Witness’ section above. Guarantor name Guarantor signature Witness name Witness signature ggggggggggggggggggggggggg Date g g g g g g g g ggggggggggggggggggggggggg Date g g g g g g g g page 21 of 30 67 Perpetual Protected Investments – Series 3 Application form Section 6 Checklist (complete for all applicants) 68 page 22 of 30 Perpetual Protected Investments – Series 3 Application form Investor Type Investment Option Requirements Individual Investor Investment Only Section 1 – Applicant Details g g Section 2 – Investment Only Section 5 – Declarations, representations, consents, acknowledgements and signatures g g g Section 7 – Adviser Information (if applicable) Cheque OR direct debit authority for the full investment amount Capitalised Investment Loan g g Section 1 – Applicant Details Section 3 – Capitalised Investment Loan Section 5 – Declarations, representations, consents, acknowledgements and signatures g g g Section 7 – Adviser Information (if applicable) Cheque OR direct debit authority for capital contribution amount 100% Investment Loan AND Annual Interest Loan g g g g Section 1 – Personal Details Section 4 – 100% Investment Loan Section 5 – Signatures, consents & acknowledgements Section 7 – Adviser Information (if applicable) Income verification in one of the following forms: g g g g 1. Letter of employment 2. Two consecutive payslips 3. PAYG summary and payslip 4. Last two years’ tax returns 100% Investment Loan > $600,000 Same as for 100% Investment Loan plus asset verification as follows: Latest share holding statements – Shares and managed funds Copies of bank statements – Cash or Term Deposits Most recent rates notice or copy of Certificate of Title – Property Identification Corporate Investor In compliance with the new Anti-Money Laundering and Counter-Terrorism Financing Act (AML/CTF) certified copies of photographic identification must be provided for all individuals, individual trustees, company directors and guarantors to the application Investment Only Section 5 – Declarations, representations, consents, acknowledgements and signatures g g g Section 7 – Adviser Information (if applicable) Cheque OR direct debit authority for the full investment amount g g Section 1 – Applicant Details Section 3 – Capitalised Investment Loan Section 5 – Declarations, representations, consents, acknowledgements and signatures g g g Section 7 – Adviser Information (if applicable) Cheque OR direct debit authority for capital contribution amount 100% Investment Loan AND Annual Interest Loan g g g g g g Section 1 – Personal Details Section 4 – 100% Investment Loan Section 5 – Signatures, consents & acknowledgements Section 7 – Adviser Information (if applicable) Income verification in one of the following forms: Last two years’ financial statements and Taxation returns 100% Investment Loan > $600,000 Same as for 100% Investment Loan plus asset verification as follows: Latest share holding statements – Shares and managed funds Copies of bank statements – Cash or Term Deposits Most recent rates notice or copy of Certificate of Title – Property Identification g g g Section 1 – Applicant Details Section 2 – Investment Only Capitalised Investment Loan g g g g In compliance with the new Anti-Money Laundering and Counter-Terrorism Financing Act (AML/CTF) certified copies of photographic identification must be provided for all individuals, individual trustees, company directors and guarantors to the application page 23 of 30 g g g g g 69 Perpetual Protected Investments – Series 3 Application form Investor Type Investment Option Requirements Trust Investor Investment Only Section 1 – Applicant Details Section 2 – Investment Only Section 5 – Declarations, representations, consents, acknowledgements and signatures Section 7 – Adviser information (if applicable) Cheque OR direct debit authority for the full investment amount Capitalised Investment Loan Section 1 – Applicant Details Section 3 – Capitalised Investment Loan Section 5 – Declarations, representations, consents, acknowledgements and signatures Section 7 – Adviser information (if applicable) Cheque OR direct debit authority for capital contribution amount 100% Investment Loan AND Annual Interest Loan Section 1 – Personal Details Section 4 – 100% Investment Loan Section 5 – Signatures, consents & acknowledgements Section 7 – Adviser Information (if applicable) Income verification in one of the following forms: Last two years’ financial statements and Taxation returns 100% Investment Loan > $600,000 Same as for 100% Investment Loan plus asset verification as follows: Latest share holding statements – Shares and managed funds Copies of bank statements – Cash or Term Deposits Most recent rates notice or copy of Certificate of Title – Property Identification Superannuation Investor In compliance with the new Anti-Money Laundering and Counter-Terrorism Financing Act (AML/CTF) certified copies of photographic identification must be provided for all individuals, individual trustees, company directors and guarantors to the application Investment Only Section 1 – Applicant Details Section 2 – Investment Only Section 5 – Declarations, representations, consents, acknowledgements and signatures Section 7 – Adviser information (if applicable) Cheque OR direct debit authority for the full investment amount Capitalised Investment Loan Section 1 – Applicant Details Section 3 – Capitalised Investment Loan Section 5 – Declarations, representations, consents, acknowledgements and signatures Identification 70 page 24 of 30 g g g g g g g g g g g g g g g g g g g g g g g g g g Cheque OR direct debit authority for capital contribution amount g g g Not available for this investor type g Section 7 – Adviser information (if applicable) 100% Investment Loan g g In compliance with the new Anti-Money Laundering and Counter-Terrorism Financing Act (AML/CTF) certified copies of photographic identification must be provided for all individuals, individual trustees, company directors and guarantors to the application g Perpetual Protected Investments – Series 3 Application form Appendices Appendix A Trustee’s Solicitor’s Certificate Required for all Trust applicants where Perpetual has not been requested to review the Trust Deed. Appendix B Declaration by Joint Trustees To be completed by all superannuation fund applicants where joint trustees are present. page 25 of 30 71 Perpetual Protected Investments – Series 3 Application form Appendix A. Trustee Solicitor’s Certificate (To be completed by your solicitor if you’re an Individual trustee or Corporate trustee applying for a loan) Solicitor’s certificate I certify that: 1. I am a legal practitioner; 2. I am writing this certificate at the request of the trustee named in section 1a of this form for the benefit of PIML and the Lender 3.the Trust described in the section 1c, where the Investor is the trustee, was properly established under its Trust deed and is valid at the date of this application; 5. the trustee(s) described in this application have been properly appointed and is/are presently existing; 6.having reviewed the Trust documentation, the trustee(s) have the power to (subject in respect of a Superannuation Fund, to Superannuation law): (a) borrow money; (b) provide security; (c) pay interest, fees and costs under the product and the loan, and (d) appoint attorneys; 9.the terms of the Trust documents do not restrict the right of the trustee to be fully indemnified out of the Trust assets to satisfy any liability to the Lender or to PIML that is incurred by the trustee; and 10.the terms of the Trust documents, consent, authorities and other documents let the trustee enter into the Transactions despite any conflict of interest that may arise. Solicitor’s last name Given name(s) Title Name of firm Phone (mobile) Mailing address Suburb Country Solicitor’s signature 72 page 26 of 30 ggggggggggggggggggggggggg ggggggggggggggggggggggggg g Mr g Mrs g Miss g Ms g Other ggggggggggggggggggggggggg g g g g g g g g g g Phone (business hours) g g g g g g g g g g ggggggggggggggggggggggggg g g g g g g g g g g g g g State g g g Postcode g g g g ggggggggggggggggggggggggg Date g g g g g g g g Perpetual Protected Investments – Series 3 Wealth Focus Pty Ltd Application form PO Box 760 Appendix B. Declaration by joint trustees Manly NSW 1655 Tel 1300 55 98 69 Dealer Group Number: 51229609 Perpetual Protected Investments – Series 3 (PPI 3) Perpetual Investment Management Limited ABN 18 000 866 535 AFSL 234426 (Perpetual) Name of trust (Trust) ggggggggggggggggggggggggg (print full name) Applicant Trustee: ggggggggggggggggggggggggg (print full name) Other Joint Trustee: ggggggggggggggggggggggggg (print full name) Other Joint Trustee: ggggggggggggggggggggggggg (print full name) Other Joint Trustee: ggggggggggggggggggggggggg (print full name) The Applicant Trustee and each Other Joint Trustee: • declares that the Applicant Trustee and the Other Joint Trustees are the trustees of the Trust and there are no other trustees of the Trust; • declares that the Applicant Trustee has been appointed to act as agent of the Other Joint Trustees on behalf of the Trust for the purposes of investing in PPI 3; • declares that they agree to be bound by all the acts and omissions by the Applicant Trustee in respect of PPI 3; • declares that the Applicant Trustee and the Other Joint Trustees have the power under their relevant trust instrument to invest in PPI 3; • declares that the Applicant Trustee and the Other Joint Trustees have the power under their relevant trust instrument and relevant law to appoint PIML as their agent under the power of attorney in accordance with its terms; • acknowledges that Perpetual may act on the individual directions of the Applicant Trustee only, including but not limited to terminating and withdrawing the investment; and • acknowledges that, if Perpetual issues an interest in the product to the Applicant Trustee in its capacity as trustee of the Trust, it will do so in reliance on this declaration. The Applicant Trustee further undertakes to terminate the investment if properly directed to do so by the Other Joint Trustees in accordance with the terms of the Trust. Please continue on next page. page 27 of 30 73 Perpetual Protected Investments – Series 3 Application form Signed by (print full name of Applicant Trustee) in the presence of: Signature of witness Signature of Applicant Trustee Name of witness (please print) Date: Signed by (print full name of Other Joint Trustee) in the presence of: Signature of witness Signature of Other Joint Trustee Name of witness (please print) Date: Signed by (print full name of Other Joint Trustee) in the presence of: Signature of witness Signature of Other Joint Trustee Name of witness (please print) Date: Signed by (print full name of Other Joint Trustee) in the presence of: Signature of witness Signature of Other Joint Trustee Name of witness (please print) Date: 74 page 28 of 30 Perpetual Protected Investments – Series 3 Application form Section 7 Adviser Information (To be completed for all adviser introduced applications) page 29 of 30 75 Perpetual Protected Investments – Series 3 Application form It is important that you provide all the required information to avoid your application being delayed or not accepted. g This is my personal application, and/or I am submitting this under the adviser special offer. Section – Adviser/Broker Details (This part is for Financial Adviser Use Only) Wealth Focus Pty Ltd Adviser Name Adviser Company Name Postal address Suburb Phone (mobile) Email [1] Perpetual adviser ID OR [2] dealer group AND Dealer branch Assistant name Work number g g gPOgBoxg760 gggggggggggggggggggg g g gManly g gNSWg1655 ggggggggggggggggggg Tel 1300 55 98 69 g g gDealer g gGroup g gNumber: g g g51229609 ggggggggggggggg g g g g g g g g g g g g g State g g g Postcode g g g g g g g g g g g g g g Phone (business) g g g g g g g g g g ggggggggggggggggggggggggg gggggggg ggggggggggggggggggggggggg ggggggggggggggggggggggggg ggggggggggggggggggggggggg gg gggg gggg Mobile number g g g g g g g g g g Do you require Perpetual to provide a GST Tax Invoice to your client on your behalf where applicable For more information regarding this application for please contact: g g I give permission for a member of the Account Management Team to contact my client directly to confirm any incomplete details on this application form g Adviser g g Yes g Yes Please note: the above contact details will be used to pay trailing commissions. Investment Commissions – please tick one box g Please waive all commissions payable on the investment side of the product g Please pay commissions on the investment side of the product (2.2%) X AND Loan Commissions – please tick on box Please select one of the following commission structures, applicable to the loan side of the product. X g Waive all commissions payable on the loan g Waive the upfront commission, but pay all ongoing commissions (up to 0.65% p.a. ongoing) g Pay all commissions due on the loan (up to 1.1% up front and up to 0.65% p.a. ongoing) If you do not tick a box we will pay full commission. 76 page 30 of 30 No Assistant No This page intentionally left blank. This page intentionally left blank. Combined Financial Services Guide and Product Disclosure Statement This document contains: b Product Disclosure Statement (PDS) for Perpetual Protected Investments – Series 3 (‘the product’) (pages 1 to 35 and 38 to 76); and b Financial Services Guide (FSG) for the dynamic management services provided to Investors in the product (pages 36 to 37). The PDS is issued by Perpetual Investment Management Limited as responsible entity of Perpetual Protected Investments – Series 3. The FSG is issued by Perpetual Investment Management Limited as a licensed financial services provider. Glossary of terms There is a glossary on page 38 that explains the terms in italics (like this) used in the PDS and application form. About us Perpetual is one of Australia’s leading funds management companies, with over $37 billion under management (as at 31 December 2007). We aim to help Australians secure their financial independence and grow their wealth from generation to generation. We offer a range of managed funds to suit most investors’ risk profiles, investment timeframes and income and capital growth requirements. We have a range of products investing in Australian and international shares, property securities, direct property, credit, fixed interest, cash, diversified asset classes and a range of superannuation and pension investments. Important notice The information in this PDS is of a general nature only. It has not been prepared taking into account any particular Investor’s or classes of Investors’ investment objectives, financial situation or needs. Before you invest you should read this PDS in its entirety and assess whether the product and loans offered in this PDS are appropriate for your circumstances. You should also consider the tax implications of investing in the product and borrowing to invest. You should obtain independent financial or tax advice to help you with this. If you would like more information on the product or the loans, contact your adviser or call us (See inside back cover for contact details). Superannuation Investors – if you choose to borrow to invest with a Capitalised Investment Loan, you should also have an appropriate risk management statement in place and assess if gearing is an appropriate investment strategy in light of that policy. Perpetual Protected Investments – Series 3 is a managed investment scheme. Perpetual has lodged the scheme documents with ASIC in order to register the scheme. ASIC takes no responsibility for the scheme documents. We expect that the scheme will be registered before the offer opens and we will not accept any applications until the scheme is registered. Australian offer The PDS is only available to persons receiving it (electronically or otherwise) in Australia. You must be an Australian resident operating from Australia for Australian tax purposes to invest in the product. You must not be carrying on a business in the United Kingdom. Electronic copies If you are printing an electronic copy of the PDS you must print all pages including the application form. If you make the PDS available to another person you must give them the entire electronic file or print-out including the application form. All amounts in this PDS are in Australian dollars (unless otherwise specified) Repayment of capital and returns are not guaranteed There is no guarantee that the dynamic management strategy in this product will work. There is a risk that your portfolio may be less than the value of your protected amount at the protection end date. Neither Perpetual nor UBS nor any of their related entities or associates guarantee the performance of the product, the payment of any distributions, the repayment of capital invested or any particular rate of overall return. Participation in the product does not represent a deposit or any other liability of Perpetual or UBS or any related entities or associates of Perpetual or UBS. Investors have no recourse to or rights against UBS or any of their related entities or associates. The participation in the product is subject to investment risk, including possible delays in repayment, loss of income and capital invested. UBS has not been involved in the preparation of this PDS, is not the issuer of this product or this PDS and takes no responsibility for its contents, accuracy, completeness or its compliance with the Corporations Act (Cth) 2001. Changes to product information We may update the PDS for changes that are not materially adverse without issuing a supplementary PDS. This information will be available by contacting us or visiting www.perpetual.com.au/structuredproducts/ppi3. A paper copy of the PDS and updated information will be available free of charge on request. If we become aware of any change that is materially adverse we will replace the PDS or issue a supplementary PDS. If there is an increase in the fees and costs (other than federal government fees and charges and charges or fees of the funds included in the product) we will give you 30 days’ written notice. You should keep a copy of this PDS and any other supplementary material updating the PDS for future reference. Changes to the offer period We may vary the dates and times of the offer for the product. We may also vary any of the other key dates relevant to the product. Some key terms used in this PDS (also refer to Glossary on page 38) are: Applicant, you, your Person/entity that completes and lodges an application form to participate in the product. Borrower, you, your Applicants that complete and lodge an application form for a loan (and, where the context requires, prospective Borrowers). Investor, you, your The registered holder of an interest in the product (and where the context requires, prospective Investors). Lender means Perpetual Loan Company Limited No 2 (ABN 40 008 739 035), or another subsidiary of Perpetual Limited which provides of the loans under the Loan and Security Agreement. Perpetual, we, us, our means Perpetual Investment Management Limited (ABN 18 000 866 535) as the responsible entity of the product. Perpetual is a wholly owned subsidiary of Perpetual Limited (ABN 86 000 431 827). Perpetual is the issuer of the PDS. Perpetual entities means Perpetual Investment Management Limited, Perpetual Trustee Company Limited, and Perpetual Loan Company Limited No 2 collectively or individually as the context requires. Perpetual Group means Perpetual Limited (ABN 86 000 431 827) and its subsidiaries. PIML means Perpetual Investment Management Limited (ABN 18 000 866 535) in its ‘personal’ capacity as licensed financial services provider. PIML provides dynamic management services to Investors and is the issuer of the FSG. UBS means UBS AG, London branch, the provider of capital protection for the product. Contact us For further information, or a copy of any of our Product Disclosure Statements, please contact Perpetual: Website www.perpetual.com.au www.perpetual.com.au/structuredproducts/ppi3 Email ppi@perpetual.com.au Telephone During business hours, (Sydney time): Investor Service Centre 1800 002 513 Adviser Service Centre 1800 002 513 Fax Investors and advisers 02 8256 1416 Postal address No stamp required if posted in Australia Reply Paid 5126 Perpetual Protected Investments GPO Box 5126 Sydney NSW 2001 23646_AABPES3_0308 Perpetual Protected Investments – Series 3 New South Wales Angel Place Level 12 123 Pitt Street Sydney NSW 2000 Perpetual Protected Investments – Series 3 Product Disclosure Statement Queensland Level 6 260 Queen Street Brisbane QLD 4000 South Australia Level 11 101 Grenfell Street Adelaide SA 5000 Victoria Level 28 360 Collins Street Melbourne VIC 3000 Western Australia Exchange Plaza Level 29 2 The Esplanade Perth WA 6000 www.perpetual.com.au Experience. The difference. Product Disclosure Statement Combined Financial Services Guide and Product Disclosure Statement Dated 17 March 2008 Issued by Perpetual Investment Management Limited ABN 18 000 866 535 AFSL 234426 www.perpetual.com.au