PREFACE Dear Investors, Thank you for expressing your interest in Areca Capital Sdn Bhd. The information in this Master Prospectus will allow you to have a greater understanding of our Funds before committing to any investment. This Master Prospectus contains information relating to the following funds: Areca incomeTRUST Fund; Areca equityTRUST Fund; Areca growthTRUST Fund; Areca moneyTRUST Fund; Areca enhancedINCOME Fund (“the Funds”). You will find the key objectives for the Funds in the Key Data section while the investment strategies and the compatibility of investors with our Funds are list in the Fund Details sections on page 18. Kindly also refer to Page 15 for information relating to general and specific risks. Fees and charges involved are set out on page 45 of this Master Prospectus. Investments in our Funds can be made directly at our offices or with any of our appointed third party distributors, which are listed on page 84. If you have any queries or require further information, please contact our Investor Care at 03- 7956 3111 or email us at invest@arecacapital.com. We would also like to take this opportunity to thank you for your interest in our Funds and allowing us to serve you. DANNY WONG TECK MENG CEO/EXECUTIVE DIRECTOR i DISCLAIMER RESPONSIBILITY STATEMENT This Master Prospectus has been reviewed and approved by the directors of Areca Capital Sdn Bhd and they collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable enquiries, they confirm to the best of their knowledge and belief, that there are no false or misleading statements, or omission of other facts which would make any statement in this Master Prospectus false or misleading. STATEMENTS OF DISCLAIMER The Securities Commission Malaysia has authorised the Funds and a copy of this Master Prospectus has been registered with the Securities Commission Malaysia. The authorisation of the Funds, and registration of this Master Prospectus, should not be taken to indicate that Securities Commission Malaysia recommends the said Funds or assumes responsibility for the correctness of any statement made, opinion expressed or report contained in this Master Prospectus. The Securities Commission Malaysia is not liable for any non-disclosure on the part of Areca Capital Sdn Bhd, the management company responsible for the said Funds and takes no responsibility for the contents in this Master Prospectus. The Securities Commission Malaysia makes no representation on the accuracy or completeness of this Master Prospectus, and expressly disclaims any liability whatsoever arising from, or in reliance upon, the whole or any part of its contents. INVESTORS SHOULD RELY ON THEIR OWN EVALUATION TO ASSESS THE MERITS AND RISKS OF THE INVESTMENT. IF INVESTORS ARE UNABLE TO MAKE THEIR OWN EVALUATION, THEY ARE ADVISED TO CONSULT PROFESSIONAL ADVISERS. ADDITIONAL STATEMENTS No units will be issued or sold based on this Master Prospectus later than one year after the date of this Master Prospectus. Investors should note that they may seek recourse under the Capital Markets Services Act 2007 for breaches of securities law and regulations including any statement in the Master Prospectus that is false, misleading, or from which there is a material omission; or for any misleading or deceptive act in relation to the Master Prospectus or the conduct of any other person in relation to the Funds. ii CONTENT PREFACE ....................................................................................................................I DISCLAIMER ............................................................................................................ II CONTENT ............................................................................................................... III GLOSSARY ................................................................................................................ 1 CORPORATE DIRECTORY ........................................................................................... 4 WHAT IS VERSATILE INVESTMENT PORTFOLIO? ...................................................... 6 STANDALONE INCOMETRUST FUND ..................................................................................................................... 6 BENEFITS OF INVESTING THROUGH VIP ................................................................................................................ 6 KEY DATA OF THE FUNDS .......................................................................................... 7 ARECA INCOMETRUST FUND, ARECA EQUITYTRUST FUND, ARECA GROWTHTRUST FUND ................................................... 7 ARECA MONEYTRUST FUND AND ARECA ENHANCEDINCOME FUND ............................................................................. 11 RISK FACTORS ........................................................................................................ 15 GENERAL RISKS OF INVESTING IN THE UNIT TRUST FUNDS ........................................................................................ 15 SPECIFIC RISKS ASSOCIATED WITH THE INVESTMENT PORTFOLIO OF THE FUNDS ............................................................... 16 FUNDS DETAILS ...................................................................................................... 18 INVESTMENT PHILOSOPHY ............................................................................................................................... 18 INVESTMENT STRATEGIES OF THE MANAGER ......................................................................................................... 18 ARECA INCOMETRUST FUND ........................................................................................................................... 19 ARECA EQUITYTRUST FUND ............................................................................................................................ 23 ARECA GROWTHTRUST FUND .......................................................................................................................... 26 ARECA MONEYTRUST FUND ............................................................................................................................ 30 ARECA ENHANCEDINCOME FUND...................................................................................................................... 34 POLICY ON THE APPLICATION OF INVESTMENT RESTRICTIONS OF THE FUNDS ................................................................. 38 VALUATION METHOD OF THE AUTHORISED INVESTMENTS ......................................................................................... 38 INCORRECT PRICING ..................................................................................................................................... 39 POLICY ON GEARING ..................................................................................................................................... 39 TEMPORARY DEFENSIVE POSITION ..................................................................................................................... 40 LIQUID ASSETS POLICY .................................................................................................................................. 41 FINANCIAL HIGHLIGHTS OF THE FUNDS ................................................................. 42 ARECA INCOMETRUST FUND ........................................................................................................................... 42 ARECA EQUITYTRUST FUND ............................................................................................................................ 42 ARECA GROWTHTRUST FUND .......................................................................................................................... 43 ARECA MONEYTRUST FUND ............................................................................................................................ 43 ARECA ENHANCEDINCOME FUND...................................................................................................................... 44 FEES, CHARGES, AND EXPENSES ............................................................................. 45 CHARGES ................................................................................................................................................... 45 FEES ........................................................................................................................................................ 46 iii OTHER CHARGES AND FEES ............................................................................................................................. 46 EXPENSES .................................................................................................................................................. 46 REBATES & SOFT COMMISSIONS ....................................................................................................................... 47 TRANSACTION INFORMATION ................................................................................ 48 CALCULATION OF UNIT PRICES ......................................................................................................................... 48 DISTRIBUTION CHANNELS ............................................................................................................................... 51 MAKING AN INVESTMENT ................................................................................................................................ 51 PAYMENT METHODS ...................................................................................................................................... 51 LIQUIDATING AN INVESTMENT .......................................................................................................................... 51 SWITCHING BETWEEN FUNDS ........................................................................................................................... 52 TRANSFER OF UNITS ..................................................................................................................................... 52 MINIMUM UNITS HELD ................................................................................................................................... 52 COOLING-OFF RIGHT .................................................................................................................................... 52 INCOME DISTRIBUTION AND REINVESTMENT POLICIES ............................................................................................. 53 UNCLAIMED MONEYS POLICY ............................................................................................................................ 53 THE MANAGER: ARECA CAPITAL SDN BHD .............................................................. 54 DUTIES AND RESPONSIBILITIES OF THE MANAGER .................................................................................................. 54 ROLES AND PRIMARY FUNCTION OF THE BOARD OF DIRECTORS AND INVESTMENT COMMITTEE .............................................. 54 FUND MANAGEMENT FUNCTION ......................................................................................................................... 54 DESIGNATED PERSON RESPONSIBLE FOR THE MANAGEMENT OF THE FUNDS ................................................................... 55 MATERIAL LITIGATIONS .................................................................................................................................. 55 PROFILE OF DIRECTORS AND MEMBERS OF THE INVESTMENT COMMITTEE ...................................................................... 55 PROFILE OF KEY PERSONNEL ............................................................................................................................ 56 EXTERNAL FUND MANAGER: UOB ASSET MANAGEMENT (MALAYSIA) BERHAD........ 57 MAYBANK TRUSTEES BERHAD ................................................................................. 58 SUMMARY OF MTB’S FINANCIAL POSITION ........................................................................................................... 58 EXPERIENCE IN TRUSTEE BUSINESS ................................................................................................................... 58 KEY PERSONNEL........................................................................................................................................... 58 TRUSTEE’S STATEMENT OF RESPONSIBILITY .......................................................................................................... 58 DUTIES AND RESPONSIBILITIES OF THE TRUSTEE.................................................................................................... 58 DELEGATES OF THE TRUSTEE............................................................................................................................ 59 MATERIAL LITIGATION AND ARBITRATION............................................................................................................. 59 KEY PERSONNEL OF THE TRUSTEE...................................................................................................................... 60 RHB TRUSTEES BERHAD .......................................................................................... 61 THE BOARD OF DIRECTORS ............................................................................................................................. 61 FINANCIAL POSITION OF THE TRUSTEE ................................................................................................................ 61 TRUSTEE’S STATEMENT OF RESPONSIBILITY .......................................................................................................... 62 DUTIES AND RESPONSIBILITIES OF THE TRUSTEE.................................................................................................... 62 THE TRUSTEE’S DELEGATE .............................................................................................................................. 62 LITIGATION AND ARBITRATION .......................................................................................................................... 62 TRUSTEE’S DECLARATION ............................................................................................................................... 62 ANTI-MONEY LAUNDERING PROVISIONS .............................................................................................................. 62 KEY PERSONNEL OF THE TRUSTEE...................................................................................................................... 63 iv DEUTSCHE TRUSTEES MALAYSIA BERHAD .............................................................. 65 DTMB’S FINANCIAL POSITION .......................................................................................................................... 65 EXPERIENCE IN TRUSTEE BUSINESS .................................................................................................................... 65 BOARD OF DIRECTORS ................................................................................................................................... 65 CHIEF EXECUTIVE OFFICER .............................................................................................................................. 65 DUTIES AND RESPONSIBILITIES OF THE TRUSTEE .................................................................................................... 65 TRUSTEE’S STATEMENT OF RESPONSIBILITY ........................................................................................................... 65 MATERIAL LITIGATION AND ARBITRATION............................................................................................................. 66 TRUSTEE’S DELEGATE .................................................................................................................................... 66 SALIENT TERMS OF THE DEEDS ............................................................................... 67 UNIT HOLDERS’ RIGHTS & LIABILITIES ............................................................................................................... 67 UNIT HOLDERS’ MEETING ............................................................................................................................... 67 THE MAXIMUM FEES AND CHARGES PERMITTED BY THE DEED ..................................................................................... 68 PROCEDURE ON INCREASE IN FEES AND CHARGES FROM THE LEVEL DISCLOSED IN THE MASTER PROSPECTUS ............................ 69 PROCEDURE TO INCREASE THE MAXIMUM RATE OF FEES AND CHARGES PROVIDED IN THE DEED ............................................ 70 PERMITTED EXPENSES PAYABLE OUT OF THE FUND’S PROPERTY ................................................................................... 70 RETIREMENT, REMOVAL OR REPLACEMENT OF THE MANAGER ..................................................................................... 70 RETIREMENT, REMOVAL OR REPLACEMENT OF THE TRUSTEE ...................................................................................... 71 TERMINATION OF THE FUND ............................................................................................................................. 71 TERMINATION OF TRUST BY THE TRUSTEE ............................................................................................................ 72 RELATED-PARTY TRANSACTION AND CONFLICT OF INTEREST................................ 73 TAXATION ADVISER’S LETTERS .............................................................................. 75 ADDITIONAL INFORMATION ................................................................................... 82 DIRECTORY ............................................................................................................. 84 DIRECTORS’ RESPONSIBILITY STATEMENT ............................................................ 85 v GLOSSARY Bond Includes but not limited to private debt securities, issues issued or guaranteed by Malaysian government or any state government or BNM of Malaysia such as MGS and Government Investment Issue; BNM Bank Negara Malaysia; Bursa Malaysia Bursa Malaysia Securities Berhad, the stock exchange managed or operated by Bursa Malaysia Berhad; Business Day A day on which the Bursa Malaysia is open for trading; Commercial Paper Refers to either conventional or Islamic short-term papers issued with original tenor of one year or less; CMSA The Capital Markets and Services Act, 2007 including all amendments thereto; Deed(s) The deeds or master deeds in relation to the Funds and any other supplemental deeds or supplemental master deeds that may be entered into between the Manager and the Trustee(s) and registered with the Securities Commission Malaysia; Debenture Includes debenture stock, bonds, notes and any other evidence of indebtedness of a corporation for borrowed moneys, whether or not constituting a charge on the assets of the corporations as defined in the CMSA; Deposits Deposits with Financial Institutions; FIMM Federation of Investment Managers Malaysia; FBM 100 FTSE Bursa Malaysia Top 100 Index, comprising the top 100 large and midcap companies on Bursa Malaysia’s Main Market, of which the companies are selected by market capitalisation; Financial Institution (a) if the institution is in Malaysia – (i) licensed bank; (ii) licensed investment bank; (iii) licensed Islamic bank; (b) if the institution is outside Malaysia, any institution that is licensed, registered, approved or authorised by the relevant banking regulator to provide financial services; “licensed bank” has the same meaning as given under the Financial Services Act 2013; “licensed investment bank” has the same meaning as given under the Financial Services Act 2013; “islamic bank” means a bank licensed under the Islamic Financial Fixed Income Securities Includes but not limited to Commercial Paper, Bond, and other fixed income Services Act 2013; securities such as convertible debt securities, floating rate bond, Structured Product; 1 Fund(s) Areca incomeTRUST Fund, Areca equityTRUST Fund, Areca growthTRUST Fund, Areca moneyTRUST Fund, and Areca enhancedINCOME Fund (hereinafter referred to individually as “the Fund” and collectively as “the Funds”); Fund Manager A person who holds a capital market services representative’s license to carry on the regulated activity of fund management on behalf of the Manager; GST Goods and Services Tax; Guidelines Guidelines on Unit Trust Funds issued by the Securities Commission Malaysia as may be amended from time to time; IUTA Institutional unit trust adviser, which is an institution, body or organisation that is registered with the FIMM to market and distribute unit trust; Jointholder A person who holds Units together with another person or persons; Liquidation Repurchase of Units by the Manager; Long-Term A period of 5 years or more; Manager/We/Us Areca Capital Sdn Bhd; Master Prospectus Master Prospectus in relation to the Funds managed by Areca Capital Sdn Bhd; MARC Malaysian Rating Corporation Berhad; MGS Malaysian Government Securities which are interest bearing long-term Bonds issued by the government of Malaysia; Medium-Term A period of 3 to 5 years; Money Market Instruments Includes but not limited to banker’s acceptance, Repo, certificates of deposit and negotiable instruments of deposit; NAV The net asset value of the Fund, which is the value of all the assets of the Fund less the total liabilities of the Fund at the valuation point; for the purpose of computing the annual management fee and annual trustee fee, the NAV of the Fund should be inclusive of the management fee and trustee fee for the relevant day; NAV per Unit The NAV of the Fund divided by the number of Units in circulation at the valuation point; PDS Private debt securities which includes all debt securities of corporations issued based on conventional or Syariah principles whether listed or otherwise; RAM RAM Rating Services Berhad; Repo A repurchase agreement or an agreement between a Financial Institution and an investor to sell and buy-back a money market instrument at an agreed price, inclusive of interest, on a specific future date; 2 SC The Securities Commission Malaysia which was established under the Securities Commission Act 1993; Short-Term A period of less than 3 years; Structured Products Refers to investments which provide returns that are linked to the performance of an underlying reference. It includes but not limited to credit linked notes, currency linked notes, bond linked notes, range accrual, interest rate swap/currency swap, forward rate agreement and long call options; Transferable securities Equities, debentures and warrants; Trustee(s) Maybank Trustees Berhad, RHB Trustees Berhad and/or Deutsche Trustees Malaysia Berhad; Units Units of a Fund and includes a fraction of a Unit; Unit Holder/You A person for the time being who is registered pursuant to the Deed as a holder of Units, including a Jointholder; Versatile Investment Portfolio (VIP) An investment facility that provides investors with an investment strategy which offers unlimited free switches between selected Funds. 3 CORPORATE DIRECTORY MANAGER BOARD OF DIRECTORS Areca Capital Sdn Bhd (740840-D) Dato’ Wee Hoe Soon @ Gooi Hoe Soon (Independent, Chairman) Registered Office: Suite 30C, 3rd Floor, Wisma TCL, 470 Jalan Ipoh 3rd Mile, 51200 Kuala Lumpur Dr. Junid Saham (Independent) Business Address: Raja Datuk Zaharaton binti Raja Dato’ Zainal Abidin (Non-Independent) 107, Blok B, Pusat Dagangan Phileo Damansara 1 No.9, Jalan 16/11, Off Jalan Damansara 46350 Petaling Jaya Danny Wong Teck Meng (Executive) Tel: 03-7956 3111, Fax: 03-7955 4111 Website: www.arecacapital.com E-mail: invest@arecacapital.com INVESTMENT COMMITTEE MEMBERS AUDIT COMMITTEE MEMBERS Dato’ Wee Hoe Soon @ Gooi Hoe Soon (Independent, Chairman) Dato’ Wee Hoe Soon @ Gooi Hoe Soon (Independent) Dr. Junid Saham (Independent) Raja Datuk Zaharaton binti Raja Dato’ Zainal Abidin (NonIndependent) Danny Wong Teck Meng Dr. Junid Saham (Independent) FiMM COMPANY SECRETARY Federation of Investment Managers Malaysia Ng Bee Chin (MAICSA 0858126) 19-6-1, 6th Floor, Wisma Tune, Suite 30C, 3rd Floor, Wisma TCL, 470, Jalan Ipoh, 3rd Mile, 51200 Kuala Lumpur. 19 Lorong Dungun, Damansara Heights, 50490 Kuala Lumpur. Tel: 03-4044 9811, Fax: 03-4044 9822 Tel: 03-2093 2600, Fax: 03-2093 2700 Website: www.fimm.com.my Email: info@fimm.com.my SOLICITOR PRINCIPAL BANKERS Naqiz & Partners 42A, Lorong Dungun, Damansara Heights, 50490 Kuala Lumpur. Malayan Banking Berhad (3813-K) Tel: 03-2081 7888, Fax: 03-2081 7886 Standard Chartered Bank Malaysia Berhad (115793-P) No 8 & 10, Jalan SS2/63, 47300 Petaling Jaya. Registered office: Level 16, Menara Standard Chartered 30 Jalan Sultan Ismail, 50250 Kuala Lumpur. AUDITORS TAX ADVISERS Deloitte (AF 0080) Deloitte Tax Services Sdn Bhd (3642-P) (formerly known as Deloitte KassimChan Tax Services Sdn Bhd Level 16, Menara LGB, 1 Jalan Wan Kadir, Taman Tun Dr. Ismail, 60000 Kuala Lumpur, Malaysia Tel: 03-7610 8888, Fax: 03-7725 7768 Level 16, Menara LGB, 1 Jalan Wan Kadir, Taman Tun Dr. Ismail, 60000 Kuala Lumpur, Malaysia Tel: 03-7610 8686 Fax: 03-7725 7768 PricewaterhouseCoopers (AF1146) Level 10, 1 Sentral, Jalan Travers, Kuala Lumpur Sentral, P O Box 10192, 50706 Kuala Lumpur. Tel: 03-2173 1188, Fax: 03-2173 1288 PricewaterhouseCoopers Taxation Services Sdn Bhd (464731-M) Level 10, 1 Sentral, Jalan Travers, Kuala Lumpur Sentral, P O Box 10192, 50706 Kuala Lumpur. Tel: 03-2173 1188, Fax: 03-2173 1288 4 EXTERNAL FUND MANAGER (for Areca equityTRUST Fund and Areca growthTRUST Fund) UOB Asset Management (Malaysia) Berhad Level 22, Vista Tower, The Intermark, No.348 Jalan Tun Razak, 50400 Kuala Lumpur Tel : 03-2732 1181, Fax: 03-2732 1100 TRUSTEES Trustee for Areca incomeTRUST Fund, Areca equityTRUST Fund and Areca enhancedINCOME Fund: Maybank Trustees Berhad (5004-P) Registered office and Business Address: 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur Tel: 03-2078 8363, Fax: 03-20709387 Trustee’s Delegate: Malayan Banking Berhad (3813-K)(as Custodian) 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur Tel: 03-2074 7111, Fax: 03-2070 0966 Trustee Areca moneyTRUST Fund: RHB Trustees Berhad (573019-U) Registered office: Level 9, Tower One, RHB Center, Jalan Tun Razak, 50400 Kuala Lumpur. Business Address: 6th Floor, Plaza OSK, Jalan Ampang, 50450 Kuala Lumpur. Tel: 03 – 9207 7777, Fax: 03 – 2175 3288 Trustee’s Delegate (as custodian): United Overseas Bank (Malaysia) Bhd (271809-K) Custody & Investment Operations Level 9, Bangunan UOB, 10-12 Medan Pasar, 50050 Kuala Lumpur Tel No : 03-2772 8000 Fax No : 03-2690 0087 Trustee for Areca growthTRUST Fund: Deutsche Trustees Malaysia Berhad(763590-H) Registered office and Business Address: Level 20, Menara IMC, 8 Jalan Sultan Ismail, 50250 Kuala Lumpur Tel: 03-2053 7522, Fax: 03-2053 7526 Trustee’s Delegate (as custodian): Deutsche Bank (Malaysia) Berhad (312552-W) Level 18-20, Menara IMC, 8 Jalan Sultan Ismail, 50250 Kuala Lumpur Tel: 03-2053 6788, Fax: 03-2031 8710 5 WHAT IS VERSATILE INVESTMENT PORTFOLIO? Versatile Investment Portfolio (VIP) is an investment facility designed by the Manager to provide active investors with an investment strategy which offers the flexibility to tailor their ideal investment solutions. The VIP provides investors a professional diversified portfolio with access to two types of asset classes – equity and fixed income funds with unlimited free switches between the selected Funds. It is an easy and convenient way for active investors to manage and customise their investment portfolios according to their investment goals, risk profiles and prevailing market conditions. Non-Equity Fund VIP Fixed Income UNLIMITED FREE SWITCHES Areca incomeTRUST Fund Areca equityTRUST Fund Equity Areca growthTRUST Fund Standalone incomeTRUST Fund Investors may also invest ONLY in Areca incomeTRUST Fund on a standalone basis (if you do not wish or are not ready to invest in equity funds) without the benefit of the free switches. Investors can access the VIP switch option through a conversion facility. (please refer to page 9 for details) Benefits Of Investing Through VIP Choice One-stop solution with a choice to diversify your investment into 2 different asset classes that suits your needs. Simple and Flexible You can switch between selected funds at any time by filling up a switch form without incurring switching fee. This may potentially enable you to maximise your returns, and allows you to easily change your strategy to keep pace with your needs. Active Participation by the Investor Enables you to be more financially aware of changing trends in the financial markets and the impact on your investments and encourages you to adopt a more pro-active approach to personal investing rather than re-active approach. Single Pricing Policy with low front end fee VIP is competitively priced with low front end fee. It has also a simple and easy to understand fee structure that allows you to know exactly what you are being charged. Deal Direct In our commitment to bring personalised investor care and attention to our investors, the Manager has made a unique stance to offer the funds under VIP and investment expertise predominantly through our full-time salaried employees. As salaried employees of the Manager, the service personnel are focused on enhancing investors’ total investment experience with the Manager over the Long-Term period. 6 KEY DATA OF THE FUNDS THE INFORMATION IN THIS “KEY DATA” SECTION IS ONLY A SUMMARY OF THE SALIENT INFORMATION ABOUT THE FUNDS AND INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE WHOLE MASTER PROSPECTUS BEFORE MAKING INVESTMENT DECISIONS. Areca incomeTRUST Fund, Areca equityTRUST Fund, Areca growthTRUST Fund Areca incomeTRUST Fund Areca equityTRUST Fund Areca growthTRUST Fund CATEGORY OF THE FUND Fixed income Equity Equity TYPE OF FUND Income Growth Growth TRUSTEE Maybank Trustees Berhad Maybank Trustees Berhad Deutsche Trustees Malaysia Berhad INVESTMENT OBJECTIVE To provide investors with short to medium term capital preservation and a regular income*. To provide investors with medium to long term capital growth. To provide investors with an opportunity for capital growth. ASSET ALLOCATION Fixed Income Securities and Money Market Instruments (other than those instruments classified as liquid assets) Equities and equityrelated securities 70%-98% of the NAV of the Fund Maximum 98% of the NAV of the Fund Liquid assets Minimum 70% of the NAV of the Fund Minimum 2% of the NAV of the Fund Maximum 98 % of the NAV of the Fund Liquid assets PRINCIPAL RISKS Liquid assets Minimum 2% of the NAV of the Fund Minimum 2% of the NAV of the Fund INVESTMENT STRATEGIES Domestic and Asian equities and equityrelated securities Invest primarily (with at least two third of its assets) in Fixed Income Securities and Money Market Instruments predominantly with a minimum credit rating of ‘A3’ by RAM or such equivalent rating by other rating agencies under normal circumstances. Invest primarily (with at least two third of its assets) in equities and equity-related securities under normal circumstances. Liquidity Risk Company Specific Risk Company Specific Risk Credit/Default Risk Market Risk Foreign Country Risk Interest Rate Risk Liquidity Risk Foreign Currency Risk Counterparty Risk Counterparty Risk Market Risk Invest primarily (with at least two third of its assets) in domestic equities and and Asian equity-related securities with capital growth potential, including collective investment schemes with similar objective as the Fund under normal circumstances. Foreign Country Risk Counterparty Risk Foreign Currency Risk PERFORMANCE BENCHMARK Market Risk Maybank’s 6-month fixed deposit rate FBM 100 MSCI AC Asia Ex Japan Index * income could be in the form of Units or cash. Please refer to page 53 for further details on income distribution and reinvestment policies. 7 Areca incomeTRUST Fund INVESTORS’ PROFILE Areca equityTRUST Fund Seek regular income; Seek capital growth; Seek capital growth; Have low risk tolerance; Have high risk tolerance; Have Have Short-Term Medium-Term to investment horizon; Seek exposure Have Medium-Term Long-Term to investment Medium-Term Long-Term to investment horizon. horizon; in fixed income market. DEEDS THAT GOVERN THE FUNDS Areca growthTRUST Fund Seek exposure in equity market. The Deed dated 12 March 2007 as modified by the First Supplemental Deed dated 27 June 2007, Second Supplemental Deed dated 14 April 2008, Third Supplemental Deed dated 21 October 2008, Fourth Supplemental Master Deed dated 10 April 2009, Fifth Supplemental Master Deed dated 12 March 2013 and Sixth Supplemental Master Deed dated 6 September 2013. The Deed dated 12 November 2009, as modified by the first Supplemental Deed dated 17 December 2012. 23 April 2007 12 March 2010 30 June 30 September LAUNCH DATE FINANCIAL YEAR END CHARGES-This table describes the charges that you may directly incur when you buy or redeem Units in the Funds. ENTRY FEE (SALES CHARGE) VIP Direct investment through Manager : Up to 2% of the amount invested* Third party distributors including IUTA: Up to 4.5% of the amount invested* STANDALONE Up to 0.15% of the amount invested* Not Applicable EXIT FEE (REPURCHASE CHARGE) Not Applicable VIP NIL STANDALONE Up to 0.50% of the amount liquidated if liquidation is made on Units invested for a duration of less than 6 months.** Not Applicable Not Applicable * The maximum rate of entry fee to be imposed by each distribution channel (i.e. direct investment through the Manager and third party distributors including appointed IUTA). ** The maximum rate of exit fee to be imposed by each distribution channel (i.e. direct investment through the Manager and third party distributors including appointed IUTA). However, this exit fee would be waived if Units liquidated (including distributions/unit split for calculation, if any) have not made any profit/gain. No exit fee would be charged if liquidation is made on Units invested for a duration of more than 6 months. Investors may negotiate with the distributors for lower fees subject to the respective channels’ decision. The Manager, may at its discretion, waive the entry fee and/or exit fee. 8 Areca incomeTRUST Fund SWITCHING FEE Areca equityTRUST Fund Areca growthTRUST Fund VIP NIL (Unlimited free switches) NIL (Unlimited free switches) STANDALONE Not applicable TRANSFER FEE NIL OTHER CHARGES There are no other charges (except charges levied by banks on remittance of money) payable directly by investors when purchasing or redeeming Units. CONVERSION FACILITY/FEE Unit Holders can avail themselves to the VIP switching facility by paying a one-off conversion fee (the entry fee for VIP less the entry fee paid earlier). FEES AND EXPENSES - This table describes the fees that you may indirectly incur when you buy or redeem Units in the Funds. ANNUAL MANAGEMENT FEE 1.15% p.a. of NAV of the Fund ANNUAL TRUSTEE FEE 0.08% p.a. of NAV of the Fund ANY OTHER FEES PAYABLE INDIRECTLY BY AN INVESTOR These include but are not limited to: 1.90% p.a. of NAV of the Fund* 1.60% p.a. of NAV of the Fund 0.08% p.a. of NAV of the Fund, subject to a minimum of RM18,000 p.a. (excluding foreign custodian fees and charges). Commissions or fees paid to brokers or dealers in effecting dealings in the investments of the Fund; Charges or fees paid to the sub-custodian; Tax and other duties charged on the Fund by the government and/or other authorities; Costs, fees and expenses properly incurred by the auditor appointed for the Fund; Costs, fees and expenses incurred for the valuation of any investment of the Fund by independent valuers for the benefit of the Fund; Costs, fees and expenses incurred for any modification of the Deed save where such modification is for the benefit of the Manager and/or Trustee; Costs, fees and expenses incurred for any meeting of the Unit Holders save where such meeting is convened for the benefit of the Manager and/or Trustee; and Other fees or expenses permitted in the Deed. * The Manager has increased the management fee from 1.70% to 1.90%. The effective date for the new management fee is on 19 June 2015 (90 days from the date of this Master Prospectus). 9 Areca incomeTRUST Fund Areca equityTRUST Fund Areca growthTRUST Fund TRANSACTIONS MINIMUM INITIAL INVESTMENT Direct investment through Manager: RM10,000 or such other limit at the Manager’s discretion. Third party distributors including IUTA: RM1,000 or such other limit at the Manager’s discretion. MINIMUM ADDITIONAL INVESTMENT RM1,000 or such other limit at the Manager’s discretion. MINIMUM LIQUIDATION RM1,000 or 2,000 Units or such other limit at the Manager’s discretion. However, if the liquidation request leaves an investor with less than 1,000 Units (Minimum Balance), the investor may be required to make an application for the Manager to liquidate all the investor’s holding in the Fund. MINIMUM BALANCE 1,000 Units or such other limit at the Manager’s discretion. LIQUIDATION NOTICE/ Any Business Day. However, a liquidation notice must be submitted to the Manager before LIQUIDATION Unlimited 3.30pm on transaction day (T day) for processing. FREQUENCY LIQUIDATION PAYMENT Payments will be made within 10 days upon receipt by the Manager of the duly completed original liquidation form. However, it is the Manager’s general liquidation policy to make payments within the next 3 Business Days from the transaction day for those Units purchased directly through the Manager. (i.e. T+3 days) COOLING-OFF RIGHT Within 6 Business Days commencing on the date of receipt of the application for Units by the Manager – Full refund. Applicable for initial investment by investors in any funds managed by the Manager for the first time only. Not applicable to corporation or institution, a staff of the Manager and persons registered with a body approved by the SC to deal in unit trusts. SWITCHING FACILITY Unlimited free switches between equity and non-equity Funds offered under the VIP. MINUMUM SWITCHING 1,000 Units or such other limit at the Manager’s discretion. TRANSFER FACILITY Transfer from corporate account to individual account is not allowed. MINIMUM TRANSFER 1,000 Units or such other limit at the Manager’s discretion. DISTRIBUTION OF INCOME Twice a availability year, of subject to Incidental distributable income. INCOME REINVESTMENT POLICY In the absence of instructions to the contrary from a Unit Holder, the Manager is entitled to reinvest the income distributed from the Fund in additional Units of that Fund at the NAV per Unit at the end of the distribution day with no entry fee. UNCLAIMED MONEYS POLICY Any moneys which remain unclaimed after 12 months from the date of payment or any such other period as is prescribed by the Unclaimed Moneys Act, 1965 shall be dealt with in accordance with the provisions of the Unclaimed Moneys Act, 1965. For more details on the Funds’ investment objectives, investment strategies and performance benchmarks for Areca incomeTRUST, Areca equityTRUST Fund and Areca growthTRUST Fund, please refer to pages 19, 23 respectively. 10 and 26 Areca moneyTRUST Fund and Areca enhancedINCOME Fund Areca moneyTRUST Fund Areca enhancedINCOME Fund FUND CATEGORY OF THE FUND Fixed income Fixed income TYPE OF FUND Income Income & growth TRUSTEE RHB Trustees Berhad Maybank Trustees Berhad INVESTMENT OBJECTIVE To provide investors with a high level of liquidity while providing current income* and capital preservation. To provide long term investors with high level of income* stream and an opportunity for capital appreciation. ASSET ALLOCATION Fixed Income Securities and Money Market Instruments (other than those instruments classified as liquid assets) Maximum 30% of the NAV of the Fund (at time of purchase) Minimum 70% of the NAV of the Fund Deposits and other liquid assets Remaining balance of the NAV of the Fund Fixed Income Securities and Money Market Instruments (other than those instruments classified as liquid assets) Liquid assets Minimum 2% of the NAV of the Fund Listed equities and equity-related securities Up to 25% of the NAV of the Fund (at time of purchase) INVESTMENT STRATEGIES Invest primarily (with at least two-third of the assets) in Short-Term and highly liquid Money Market Instruments, and partially in Fixed Income Securities. PRINCIPAL RISKS Liquidity Risk Liquidity Risk Credit/Default Risk Credit/Default Risk Interest Rate risk Interest Rate Risk Counterparty Risk Counterparty Risk Foreign country Risk Foreign country Risk Foreign Currency Risk Foreign currency Risk PERFORMANCE BENCHMARK INVESTORS’ PROFILE Invest primarily (with at least two-third of the assets) in Fixed Income Securities with relatively high level of yield. The Fund may also invest tactically a small portion in equities and equity-related securities to take advantage of the both fixed income and equity markets climate. Market Risk Maybank’s 1-month Repo rate Market Risk Maybank’s 12-month fixed deposit rate Have low risk tolerance; Have medium risk tolerance; Have Short-Term investment horizon; Have surplus funds; Seek liquidity and exposure in money market and fixed income investment portfolio (redemption proceeds will be made on the next Business Day (T+1 day). Seek exposure in fixed income market and a small equity exposure; Seek to earn higher returns than fixed deposit rates. * income could be in the form of Units or cash. Please refer to page 53 for further details on income distribution and reinvestment policies. 11 Areca moneyTRUST Fund Areca enhancedINCOME Fund DEEDS THAT GOVERN THE FUNDS The Deed dated 12 March 2007 as modified by the Supplemental Deed dated 25 August 2008, Second Supplemental Deed dated 10 April 2009, Third Supplemental Deed dated 15 August 2013. The Deed dated 12 March 2007 as modified by the First Supplemental Deed dated 27 June 2007, Second Supplemental Deed dated 14 April 2008, Third Supplemental Deed dated 21 October 2008 and Fourth Supplemental Master Deed dated 10 April 2009, Fifth Supplemental Master Deed dated 12 March 2013 and Sixth Supplemental Master Deed dated 6 September 2013. LAUNCH DATE 23 April 2007 30 July 2007 FUND FINANCIAL YEAR END 30 June CHARGES-This table describes the charges that you may directly incur when you buy or redeem Units in the Funds. ENTRY FEE NIL Up to 1% of the amount invested* NIL Up to 0.50% of the amount liquidated if liquidation is made on Units invested for a duration of less than 6 months ** (SALES CHARGE) EXIT FEE (REPURCHASE CHARGE) SWITCHING FEE Not applicable TRANSFER FEE OTHER CHARGES * NIL There are no other charges (except charges levied by banks on remittance of money) payable directly by investors when purchasing or redeeming Units. The maximum rate of entry fee to be imposed by each distribution channel (i.e. direct investment through the Manager and third party distributors including appointed IUTA). ** The maximum rate of exit fee to be imposed by each distribution channel (i.e. direct investment through the Manager and third party distributors including appointed IUTA). However, this exit fee would be waived if Units liquidated (including distributions/unit split for calculation, if any) have not made any profit/gain. No exit fee would be charged if liquidation is made on Units invested for a duration of more than 6 months. Investors may negotiate with the distributors for lower fees subject to the respective channels’ decision. The Manager, may at its discretion, waive the entry fee and/or exit fee. FEES AND EXPENSES - This table describes the fees that you may indirectly incur when you buy or redeem Units in the Funds. ANNUAL MANAGEMENT FEE 0.75% p.a. of NAV of the Fund ANNUAL TRUSTEE FEE 0.08% p.a. of NAV of the Fund 1.40% p.a. of NAV of the Fund * * The Manager has increased the management fee from 1.20% to 1.40%. The effective date for the new management fee is on 19 June 2015 (90 days have elapsed since the effective date of this Master Prospectus. 12 Areca moneyTRUST Fund Areca enhancedINCOME Fund FUND ANY OTHER FEES PAYABLE INDIRECTLY BY AN INVESTOR These include but are not limited to: Commissions or fees paid to brokers or dealers in effecting dealings in the investments of the Fund; Charges or fees paid to the sub-custodian; Tax and other duties charged on the Fund by the government and/or other authorities; Costs, fees and expenses properly incurred by the auditor appointed for the Fund; Costs, fees and expenses incurred for the valuation of any investment of the Fund by independent valuers for the benefit of the Fund; Costs, fees and expenses incurred for any modification of the Deed save where such modification is for the benefit of the Manager and/or Trustee; Costs, fees and expenses incurred for any meeting of the Unit Holders save where such meeting is convened for the benefit of the Manager and/or Trustee; and Other fees or expenses permitted in the Deed. TRANSACTIONS MINIMUM INITIAL INVESTMENT Direct investment through Manager: RM10,000 or such other limit at the Manager’s discretion. Third party distributors including IUTA: RM1,000 or such other limit at the Manager’s discretion. MINIMUM ADDITIONAL INVESTMENT RM1,000 or such other limit at the Manager’s discretion. MINIMUM LIQUIDATION RM1,000 or 2,000 Units or such other limit at the Manager’s discretion. However, if the liquidation request leaves an investor with less than 1,000 Units (Minimum Balance), the investor may be required to make an application for the Manager to liquidate all the investor’s holding in the Fund. MINIMUM BALANCE 1,000 Units or such other limit at the Manager’s discretion. LIQUIDATION NOTICE 1 Business Day prior to liquidation (i.e. T-1 day). However, a liquidation notice must be submitted to the Manager before 3.30p.m on T-1 day for processing / Unlimited. Any Business Day. However, a liquidation notice must be submitted to the Manager before 3.30p.m on transaction day (T day) for processing/ Unlimited. LIQUIDATION Unlimited. Unlimited. Payment will be made on the next Business Day of the transaction day (i.e. T+1 day) under normal circumstances. However, under specific conditions such as under liquidity constraint conditions, payment may be made within 10 days upon receipt by the Manager of the duly completed original liquidation form. Payments will be made within 10 days upon receipt by the Manager of the duly completed original liquidation form. However, it is the Manager’s general liquidation policy to make payments within the next 3 Business Days from the transaction day for those Units purchased directly through the Manager. (i.e. T+3 days) FREQUENCY LIQUIDATION PAYMENT 13 Areca moneyTRUST Fund Areca enhancedINCOME Fund FUND COOLING-OFF RIGHT Within 6 Business Days commencing on the date of receipt of the application for Units by the Manager – Full refund. Applicable for initial investment by investors in any funds managed by the Manager for the first time only. Not applicable to corporation or institution, a staff of the Manager and persons registered with a body approved by the SC to deal in unit trusts. SWITCHING FACILITY Not available TRANSFER FACILITY Transfer from corporate account to individual account is not allowed. MINIMUM TRANSFER 1,000 Units or such other limit at the Manager’s discretion. DISTRIBUTION OF INCOME At least twice a year, subject to availability of distributable income. INCOME RE- In the absence of instructions to the contrary from a Unit Holder, the Manager is entitled to reinvest the income distributed from the Fund in additional Units of that Fund at the NAV per Unit at the end of the distribution day with no entry fee. INVESTMENT POLICY UNCLAIMED Any moneys which remain unclaimed after 12 months from the date of payment or any such MONEYS POLICY other period as is prescribed by the Unclaimed Moneys Act, 1965 shall be dealt with in accordance with the provisions of the Unclaimed Moneys Act, 1965. For more details on the Funds’ investment objectives, investment strategies andperformance benchmarks for Areca moneyTRUST and Areca enhancedINCOME Fund , please refer to pages 30 and 34 respectively. For information concerning certain risk factors which should be considered by investors, seefees “Risk Factors” commencing on page 15. Please refer to pageprospective 45 for further details on and charges. Please refer to page 48 for further details on transaction information. There are fees and charges involved and investors are advised to consider the fees and charges before investing in the Fund(s). Please refer to page 48 for further details on transaction information. Unit prices and distributions payable, if any, may go down as well as up. Past The above fees and charges are exclusive of goods and services tax and/or duties as may be imposed by the of the Fund(s) is not an indication of its future performance. government and/or theperformance relevant authorities from time to time. Prospective investors may contact our investor care at 03-7956 3111 for further Unit prices and distributions payable, if any, may go down as well as up. Past performance of the Fund(s) is information on the Funds. not an indication of its future performance. Prospective investors should read and understand the contents of this Master Prospectus and, if necessary, consult their adviser. For information concerning certain risk factors which should be considered by prospective investors, see “Risk Factors” commencing on page 15. Prospective investors may contact our investor care at 03-7956 3111 for further information on the Funds. 14 RISK FACTORS All types of investments carry some degree of risks which may have an adverse effect on the price of the investments. Therefore, before making an investment decision, investors are advised to consider the different types of risks that may affect the unit trust fund. Below are some of the general risks of investing in the unit trust fund and specific risks associated with the investment portfolio of the Funds. General risks of investing in the Unit Trust Funds Market Risk This risk inherently exists in any market and cannot be avoided by any business or company. Uncertainties in economic and socio-political environment of a particular market may affect a fund’s investments in that market negatively and consequently, its unit price. Liquidity Risk Liquidity risk refers to the ease of liquidating an asset depending on the asset’s volume traded in the market. If the fund holds assets that are illiquid, or are difficult to dispose of, the value of the fund may be negatively affected when it has to sell such assets at unfavourable prices. Inflation/Purchasing Power Risk This is the risk of potential loss in the purchasing power of your investment due to a general increase of consumer prices. Inflation will erode the value of the investment returns and the worth of the investment itself. Investors’ returns from the fund may not be in-line with the inflation rate and hence reduce their purchasing power. Fund Management Risk A fund may underperform its benchmark due to the experience, knowledge and expertise of the manager and the investment strategies adopted. A fund manager who lacks experience and knowledge may make poor or wrong forecasts of the stocks or markets. The fund manager may also adopt investment strategies which are not suitable for current market situations ie for instance, whether to take temporary defensive positions at the right time. All these may affect the fund’s performance negatively and as such, may result in the fund under-performing the benchmark. Loan Financing Risk Investors must be aware of the inherent risk involved with loan financing for investments including their ability to service loan instalments, which may be affected by increase in interest rates or unforeseen circumstances, such as loss of a regular income stream. Investors may be required to pledge units held in a fund or any other assets as collateral to cover the loan margin. In the event units are used as collateral, an investor may be required to provide cash or units as additional collateral if the unit prices fall beyond a certain level. If the additional collateral is not made within the prescribed time, the investors’ units may be sold towards settling the loan financing. Risk of Non-Compliance This is the risk that the manager does not adhere to relevant laws, regulations and guidelines that govern the investment management and operations of a fund or a fund’s investment mandate stated in the deed. Noncompliance could occur due to internal factors such as weaknesses in operational processes and systems. Noncompliance risk may adversely affect the investment of the fund. The manager may force sell the investments of the fund at a discount to rectify the non-compliance. This risk is mitigated by having sufficient internal controls in place and compliance monitoring program. Performance Risk As a result of the risk elements, the returns from a fund are not guaranteed. The value of the fund’s investment will vary when sold and an investment may be worth more or less than when purchased. 15 Specific risks associated with the investment portfolio of the Funds Name of Funds Type of Risks Areca incomeTRUST Fund Areca growthTRUST Fund Areca moneyTRUST Fund Areca enhancedINCOME Fund Credit/default Risk √ √ √ Interest Rate Risk √ √ √ Company Specific Risk Areca equityTRUST Fund √ √ √ √ √ √ Counterparty Risk √ Foreign Country Risk √ √ √ √ Foreign Currency Risk √ √ √ √ Credit/default risk Credit/default risk relates to the creditworthiness of the issuers of the debt instruments and its expected ability to make timely payment of interest and/or principal. There is a possibility that the issuer of debt instruments may default in payments. This will adversely affect the value of the Funds. This risk can be managed by holding a diversified portfolio of debt instruments and monitoring the issuers’ fundamentals on an on-going basis. Interest Rate Risk This risk relates to unforeseen movements in the direction of interest rates. Interest rate movements can lead to fluctuations in Bond prices. Bond prices generally move in the opposite direction of interest rate, that is, any increase in interest rate will lead to a reduction in the Bond prices, thus affecting the valuation of the Funds. The Manager will undertake a thorough evaluation of macro-economic variables before an interest rate strategy is implemented, mainly via managing the durations and coupon rates of the investment. Company Specific Risk This risk refers to the risk unique to a particular company due to company-specific factors such as capital structure, quality of management, nature of business and others. Any changes to the business performance, capital structure, management or nature of business of a specific company in which the Fund invests in may negatively affect the valuation of the company. This in turn may cause fluctuations in the shares prices of that company, thus affecting the value of the Fund’s investment in that company. This risk may be reduced through portfolio diversification. Counterparty risk A Fund that invests in Structured Products or options will be subjected to counterparty risk. This risk refers to the possibility of the issuer of the Structured Products or options being unable to make payments and/or paying the obligations in a timely manner. This in turn could lead to lower or zero valuation of the Structured Products or options if the issuer is in default. It will have an adverse impact to the NAV of the Funds. The management of credit risk may mitigate this risk. This refers to the emphasis on credit analysis conducted to determine the Structured Products or options issuer’s ability to pay the obligations as and when they are due. Foreign Country Risk Investments of the Funds in any foreign countries may be affected by changes in the economic and political climate, restriction on currency repatriation or other developments in the law or regulations of the countries in which the Funds invests in. For example, the deteriorating economic condition of the countries may adversely affect the value of the investments undertaken by the Funds in those affected countries. This in turn may cause the net asset value or prices of units to fall. 16 Foreign Currency Risk As the base currency of the Funds is in Malaysian Ringgit, any foreign currencies denominated investments will be exposed to foreign currency risk. When foreign currencies weaken against Malaysian Ringgit, these investments may face currency losses which will adversely affect the NAV of the Funds. The abovementioned risks which investors should consider before investing into a unit trust fund should not be considered to be an exhaustive list. Investors should be aware that investments in the Funds may be exposed to other risks of an exceptional nature from time to time. 17 FUNDS DETAILS Investment Philosophy Our Funds share a common investment philosophy based on the premise that price movements in financial assets are driven by a combination of liquidity flows, risk appetite and ultimately, the intrinsic value of the underlying assets. We seek to optimize results from the investments via the interplay of these factors on prices of financial assets both in the Short-Term and Long-Term. Investment Strategies of the Manager The Manager will seek to achieve consistent, above-average returns from fundamental analysis as opposed to constant trading for fixed income and bond exposure. The focus will be on the credit-worthiness of the investment-grade issuers. Equally important would be the credibility of management of the respective issuers. For diversification and risk management, fixed income investments of the Funds will be spread out across various sectors and between individual securities. To enhance liquidity and diversification, the Manager may invest in units or shares of other collective investment schemes of which the underlying investments are exposed Fixed Income Securities. The Manager will manage the portfolio duration in accordance with the interest rates outlook. To enhance the credit risk management, the Manager may consider investing in Fixed Income Securities such as securities issued or guaranteed by the Malaysian government or BNM and Financial Institutions. As for equity investments, the Manager will pursue an active investment strategy which emphasises on appropriate asset allocation for changing market conditions and market cycles. Initially, this requires an understanding of the ‘macro’ factors that determine the investment environment and risk appetite of the broad market. An asset allocation decision is then made accordingly. Based on this analysis, the Manager will then seek out economic sectors that are anticipated to perform well or to identify sectors that are at a point of cyclical change. Within the equity asset class, a sector allocation decision would then be made followed by selection of individual stocks within those sectors. Preference will be on companies with sound management practice, resilient business models, strong brand franchise coupled with attractive relative valuations. It would also be necessary to concurrently conduct ‘bottom-up’ stock picking techniques to filter out stocks which may not fall within a preferred sector but yet possess unique qualities that make them attractive investment candidates. For liquidity and diversification purposes, the Manager may invest in units or shares of other collective investment schemes registered in Malaysia which invest in equity and equities related securities. As some of the collective investment schemes may invest in listed securities in foreign markets, the Fund’s investment in such collective investment schemes may indirectly be exposed to foreign market risks. To mitigate these risks, the Funds may invest in futures contracts and options to hedge against volatility. The presence of stocks in the equity portfolio, in particular, may result in the Funds experiencing significant volatilities in times of adverse market movements. We adopt an active investment strategy in managing the Funds and will invest tactically during uncertain times. 18 Areca incomeTRUST Fund Investment Objective The investment objective of the Fund is to provide investors with short to medium term capital preservation and a regular income (income could be in the form of Units or cash). To achieve this objective, the Fund will invest primarily in Fixed Income Securities and Money Market Instruments. Note: Any material changes to the investment objective of the Fund would require Unit Holders’ approval. Asset Allocation Fixed Income Securities and Money Market Instruments Maximum 98% of the NAV of the Fund (other than those classified as liquid assets) Liquid assets Minimum 2% of the NAV of the Fund Investment Policy/Strategy of the Fund The Fund may invest up to 98% of its NAV in Fixed Income Securities and Money Market Instruments with a minimum of 2% of its NAV in liquid assets. The minimum credit rating for Money Market Instruments and other Fixed Income Securities (other than government and government related securities) that the Fund shall invest in is the credit rating of ‘A3’ by RAM or such equivalent rating by other rating agencies. Notwithstanding the above and subject to the investment committee’s unanimous approval, the Fund may invest up to 25% of its NAV in Fixed Income Securities with a credit rating below the minimum ‘A3’ rating. The Fund may continue to hold its investment in Fixed Income Securities with a credit rating below ‘A3’ even if the holdings exceeds 25% of its NAV due to appreciation or depreciation of the NAV of the Fund, whether as a result of an appreciation or depreciation in value of the investments, or as a result of repurchase of Units or other payment made by the Fund. Under normal circumstances, the weighted average duration is expected to be approximately 2 to 5 years. * Please refer to page 53 for further details on income distribution and reinvestment policies. Investors’ Profile This Fund is suitable for investor who: Seek regular income; Have a low risk-tolerance; Have a Short-Term to Medium-Term investment horizon; and Seek exposure in fixed income market. Permitted Investments Unless otherwise prohibited by the relevant authorities or any relevant law and provided always that there are no inconsistencies with the objective of the Fund, the Fund may invest in the following: Fixed income securities issued by the Malaysian government or BNM or any other government related bodies. Such instruments include MGS, treasury bills and BNM bills; Issues guaranteed by the government of Malaysia or BNM or any state government in Malaysia; Issues by banks or financial institutions such as banker’s acceptances and negotiable certificates of deposit; Private debt securities including those convertibles into equity. These issues are usually approved by BNM and/or the SC, and/or are rated by the RAM or the MARC. The credit rating of an issue may also be enhanced through bank guarantees or corporate guarantees; Foreign currency exposure in sovereign bonds and corporate bonds; 19 Units and shares in other collective investment schemes; Derivatives such as futures contract for hedging purposes only; Structured products which contain embeded derivatives (including options). The value of the derivatives depends on a variety of underlying reference assets including but not limited to interest rate levels, indexes, foreign exchange rates and other factors; and Any other form of investment as may be permitted by the relevant authorities from time to time. Investment Restrictions The investment restrictions are as follows : The value of the Fund’s investment in unlisted securities must not exceed 10% of the Fund’s NAV; The value of the Fund’s investment in debentures issued by any single issuer must not exceed 20% of the Fund’s NAV. However, the single issuer limit may be increased to 30% if the debentures are rated by any domestic or global rating agency to be of the best quality and offer highest safety for timely payment of interest and principal; The value of the Fund’s investment in debentures issued by any one group of companies must not exceed 30% of the Fund’s NAV; The value of the Fund’s placement in deposits with any single Financial Institution must not exceed 20% of the Fund’s NAV; The aggregate value of the Fund’s investment in transferable securities, money market instruments, deposits and structured products issued by or placed with (as the case may be) any single issuer/institution must not exceed 25% of the Fund’s NAV. However, where the single issuer limit is increased to 30% pursuant to point 2 above, the aggregate value of the Fund’s investment must not exceed 30% of the Fund’s NAV; The value of the Fund’s investment in structured products issued by a single counter-party must not exceed 15% of the Fund’s NAV; The value of the Fund’s investment in units/shares of any collective investment scheme must not exceed 20% of the Fund’s NAV; The Fund’s investment in debentures must not exceed 20% of the debentures issued by any single issuer; The Fund’s investment in money market instruments must not exceed 10% of the instruments issued by any single issuer. However, the limit does not apply to money market instruments that do not have a pre-determined issue size; The Fund’s investment in collective investment schemes must not exceed 25% of the units/shares in any one collective investment scheme; The Fund’s exposure from its derivatives position should not exceed the Fund’s NAV at all times; and At least 2% of the Fund’s NAV must be in liquid assets. Performance benchmark The Fund is benchmarked against Maybank’s 6-month fixed deposit rate, which is available at www.maybank2u.com.my Investors are to note that the benchmark selected is merely to provide an indication of the performance of the Fund. It does not match the risk profile of the Fund. Investors will assume a higher level of risk by investing in this Fund as compared to fixed deposit, and potentially have higher or lower income vis-à-vis the benchmark. 20 Fund Performance Performance of Areca incomeTRUST Fund for the financial period since inception to 30 June 2014 The Fund’s NAV per Unit decreased from RM0.5141 as at 30 June 2013 to RM0.5021 as at 30 June 2014, after a total net distribution of 2.50 sen per Unit during the year. The Fund posted a return of 2.54% p.a. versus 3.12% p.a. of its benchmark, Maybank’s 6-month fixed deposit rate. The Fund did not meet its benchmark for the year ended 30 June 2014 as the bonds held were affected by rising yield in the bond market and hence their marked-to market valuations. The under-performance was despite the Fund’s conservative strategy of shortening its portfolio duration. Fund performance figures are calculated based on NAV to NAV and assume reinvestment of distributions (if any) at NAV. The total return is sourced from Lipper. Benchmark data is sourced from Malayan Banking Berhad. Total Returns For the financial year ended 30 June 2014 2013 2012 2011 2010 % % % % % Annual Total Return 2.54 3.18 3.82 5.16 5.36 Benchmark: Average Maybank’s 6-month fixed deposit rate. 3.12 3.12 3.12 2.83 2.21 As at 30 June 2014 Average Total Return 1-yr 3-yr 5-yr % % % 2.54 3.28 4.34 Portfolio Turnover Ratio Financial Year Ended 30 June PTR (times) 2014 2013 2012 0.33 0.48 0.53 There was no significant change in the PTR for financial year ended 30 June 2014 as compared to previous years. 21 Asset Allocation Financial Year Ended 30 June 2014 (%) 2013 (%) 2012 (%) 89.64 95.26 93.12 Fixed income collective investment scheme 2.64 1.90 1.31 Floating rate negotiable instrument of deposit 5.48 - 3.28 Liquid assets & cash equivalents 2.24 2.84 2.28 Fixed income securities With interest rates bottoming out, we have diversified a small portion of our portfolio into instruments that can help in reducing sensitivities towards that outlook. Unit Split There was no unit split exercise for the last 3 financial years ended 30 June 2014. Distributions Financial Year Ended 30 June 2014 Distribution date Gross distribution (sen per Unit) Net distribution (sen per Unit) NAV before distribution (RM per Unit) 2013 2012 30 Dec 2013 26 Dec 2012 28 Dec 2011 27 June 2014 26 June 2013 27 Jun 2012 1.00 (30 Dec) 1.00 (26 Dec) 0.82 (28 Dec) 1.50 (27 June) 1.00 (26 June) 1.00 (27 June) 1.00 (30 Dec) 1.00 (26 Dec) 0.82 (28 Dec) 1.50 (27 June) 1.00 (26 June) 1.00 (27 June) 0.5199 (27 Dec) 0.5262 (24 Dec) 0.5281 (27 Dec) 0.5170 (26 June) 0.5242 (25 June) 0.5279 (26 June) NAV after distribution (RM per Unit) 0.5100 (30 Dec) 0.5163 (26 Dec) 0.5200 (28 Dec) 0.5021 (27 June) 0.5143 (26 June) 0.5177 (27 June) All income distributions were made in the form of Units. Unit prices and distributions payable, if any, may go down as well as up. Past performance of the Fund is not an indication of its future performance. 22 Areca equityTRUST Fund Investment Objective The investment objective of the Fund is to provide investors with medium to long term capital growth. To achieve this objective, the Fund will invest principally in equities and equity-related securities. Note: Any material changes to the investment objective would require Unit Holder’s approval. Asset Allocation Equities and equity-related securities 70%-98% of the NAV of the Fund Liquid assets Minimum 2% of the NAV of the Fund Investment Policy and Strategy of the Fund The Fund will generally invest between 70% - 98% of its NAV in equities and equity-related securities and a minimum of 2% of its NAV in liquid assets under normal circumstances. Equity-related securities includes but is not limited to different classes of listed shares, warrants, options and convertible securities. The securities that the Fund shall invest in will generally be issued by companies that exhibit a good management track record, a sound history of Long-Term profitability and earnings resilience, a strong balance sheet, and/or have a good competitive position in their respective industries. Investors’ Profile This Fund is suitable for investor who: Seek capital growth; Have a high risk-tolerance; Have a Medium-Term to Long-Term investment horizon; and Seek exposure equity market. Permitted Investments Unless otherwise prohibited by the relevant authorities or any relevant laws and provided always that there are no inconsistencies with the objective of the Fund, the Fund may invest in the following: Ordinary shares and other equity-related securities such as convertible securities, preference shares, and warrants listed on the Bursa Malaysia or other public exchanges in Malaysia; Securities in foreign stock exchanges which have been approved by the relevant authorities from time to time; Liquid assets, unlisted fixed income securities and commercial papers traded in money market; Units and shares in other collective investment schemes; Derivatives such as futures contract for hedging purposes only; Structured products which contain embeded derivatives (including options). The value of the derivatives depends on a variety of underlying reference assets including but not limited to interest rate levels, indexes, foreign exchange rates and other factors; and Any other form of investments as may be permitted by the relevant authorities, from time to time. Investment Restrictions The investment restrictions are as follows : The value of the Fund’s investments in unlisted securities must not exceed 10% of the Fund’s NAV; The value of the Fund’s investment in ordinary shares issued by any single issuer must not exceed 10% of the Fund’s NAV; 23 The value of the Fund’s investment in tranferable securities and money market instruments issued by any single issuer must not exceed 15% of the Fund’s NAV; The value of the Fund’s placement in deposits with any single institution must not exceed 20% of the Fund’s NAV; The value of the Fund’s investment in structured products issued by a single counter-party must not exceed 15% of the Fund’s NAV; The aggregate value of the Fund’s investment in transferable securities, money market instruments, deposits and structured products issued by or placed with (as the case may be) any single issuer/institution must not exceed 25% of the Fund’s NAV. The value of the Fund’s investment in units/shares of any collective investment scheme must not exceed 20% of the Fund’s NAV; The value of the Fund’s investment in transferable securities and money market instruments issued by any group of companies must not exceed 20% of the Fund’s NAV; The Fund’s investment in transferable securities (other than debentures) must not exceed 10% of the securities issued by any single issuer; The Fund’s investment in debentures must not exceed 20% of the debentures issued by any single issuer; The Fund’s investment in collective investment schemes must not exceed 25% of the units/shares in any one collective investment scheme; The Fund’s exposure from its derivatives position should not exceed the Fund’s NAV at all times; and At least 2% of the Fund’s NAV must be in liquid assets. Performance benchmark The Fund is benchmarked against FBM100, which is available at www.bursamalaysia.com Fund Performance Performance of Areca equityTRUST Fund for the financial period since inception to 30 June 2014 The Fund’s NAV per Unit increased by 24.43% as compared to its benchmark return of 4.95%. The NAV per Unit of the Fund was RM0.5729 as at 30 June 2014 after a total net distribution of 9 sen per Unit during the year. The out- 24 performance was mainly due to stock selection. The Fund achieved its objective of providing investors with medium to long term capital growth for the year under review. Fund performance figures are calculated based on NAV to NAV and assume reinvestment of distributions (if any) at NAV. The performance figures for the benchmark, FBM 100, are calculated assuming investment on the index. The total return is sourced from Lipper. Benchmark data for FBM 100 is sourced from the Bursa Malaysia. Total Returns For the financial year ended 30 June 2014 Annual Total Return 4.95 Benchmark: FBM100 (%) 2013 2012 2011 2010 % % % % % 24.33 21.55 -0.02 23.51 29.93 12.45 1.22 22.78 23.54 As at 30 June 2014 1-yr % 3-yr % 5-yr % Average Total Return 24.43 17.07 28.53 Portfolio Turnover Ratio Financial Year Ended 30 June PTR (times) 2014 2013 2012 1.26 1.69 1.95 PTR reduced from 1.69 to 1.26 times mainly due to increase in fund size resulted a higher base thus lower ration. Moveover, big portion of the shares in the portfolio was not traded in view of the rising trend in 2013. Asset Allocation Financial Year Ended 30 June 2014 (%) 2013 (%) 2012 (%) Equities and equity-related securities 89.26 86.17 70.56 Liquid assets & cash equivalents 10.74 13.83 29.44 Unit Split There was no unit split exercise for the last three financial year ended 30 June 2014. Distributions Financial Year Ended 30 June 2014 Distribution date 05 Dec 2013 30 July 2012 27 June 2014 22 May 2013 5.00 (05 Dec) 3.16 (30 July) 4.00 (27 June) 6.00 (22 May) 5.00 (05 Dec) 3.00 (30 July) 4.00 (27 June) 6.00 (22 May) 0.5823 (04 Dec) 0.5242 (27 July) 0.6121 (26 June) 0.6110 (21 May) Gross distribution (sen per Unit) Net distribution (sen per Unit) NAV before distribution (RM per Unit) NAV after distribution (RM per Unit) 2013 0.5341 (05 Dec) 0.5166 (30 Jul) 0.5711 (27 June) 0.5477 (22 May) 2012 - - - - - All income distributions were made in the form of Units. Unit prices and distributions payable, if any, may go down as well as up. Past performance of the Fund is not an indication of its future performance. 25 Areca growthTRUST Fund Investment Objective The investment objective of the Fund is to provide investors with an opportunity for capital growth. Note: Any material changes to the Fund’s investment objective would require Unit Holders’ approval. Asset Allocation Domestic and Asian equities and equity-related 70%-98% of the NAV of the Fund securities Liquid assets Minimum 2% of the NAV of the Fund Investment Policies and Strategies of the Fund The Fund will invest in domestic and Asian equities and equity-related securities with capital growth potential including collective investment schemes with similar objective as the Fund under normal circumstances. Equityrelated securities include but not limited to different classes of shares, warrants, options and convertible securities that are related to the listed securities. Depending on the market conditions and outlook, the Manager may choose to hold the Fund’s property in Deposits, Fixed Income Securities or collective investment schemes for such period of time and invest into the equities and equity-related securities only when the opportunities arise i.e. the Manager will make its best effort in timing the market entry to achieve the Fund’s objective. The Manager may employ an aggressive investment strategy tactically in achieving the objective. Besides Malaysia, the Fund may invest into foreign markets which include China, Hong Kong, Indonesia, Thailand, Singapore, Taiwan, Korea and other permitted markets within the Asia region. The Fund’s minimum and maximum exposures in equities and equity-related securities are 70% and 98% of the Fund’s NAV respectively. The Fund will maintain at least 2% of the Fund’s NAV in liquid assets at all times. The broad asset-allocation and investments in collective investment schemes and non-equity portion will be determined by the Manager. However, the stocks selection and investments in the equity markets function will be delegated to the Fund’s external fund manager. Investors’ Profile This Fund is suitable for investor who: Seek capital growth; and Have a Medium-Term to Long-Term investment horizon; Permitted Investments Unless otherwise prohibited by the relevant authorities or any relevant law and provided always that there are no inconsistencies with the objective of the Fund, the Fund may invest in the following: Ordinary shares and other equity-related securities such as convertible securities, preference shares, warrants listed on the Bursa Malaysia or other public exchanges in Malaysia; Securities listed on permitted foreign stock exchanges; Liquid assets, unlisted fixed income instruments and commercial papers traded in money market; Unlisted securities whether or not approved for listing and quotation in any permitted stock exchanges in Malaysia or foreign markets*; Units and shares in other collective investment schemes; Derivatives such as futures contracts for hedging purposes only; 26 Structured products which contain embedded derivatives (including options). The value of the derivatives depends on a variety of underlying reference assets including but not limited to interest rate levels, indexes, foreign exchange rates and other factors; and Any other form of investments as may be permitted by the relevant authorities from time to time, where necessary. *Note: foreign markets are eligible markets that are regulated by regulatory authorities, operate regularly, are open to the public and have adequate liquidity for the purpose of the Fund. Investment Restrictions The investment restrictions are as follows : The value of the Fund’s investments in unlisted securities must not exceed 10% of the Fund’s NAV; The value of the Fund’s investment in ordinary shares issued by any single issuer must not exceed 10% of the Fund’s NAV; The value of a Fund’s investment in tranferable securities and money market instruments issued by any single issuer must not exceed 15% of the Fund’s NAV; The value of a Fund’s placement in deposits with any single institution must not exceed 20% of the Fund’s NAV; The value of the Fund’s investment in structured products issued by a single counter-party must not exceed 15% of the Fund’s NAV; The aggregate value of the Fund’s investment in transferable securities, money market instruments, deposits, derivatives and structured products issued by or placed with (as the case may be) any single issuer/institution must not exceed 25% of the Fund’s NAV; The value of the Fund’s investment in units or shares of any collective investment scheme must not exceed 20% of the Fund’s NAV; The value of the Fund’s investment in transferable securities and money market instruments issued by any group of companies must not exceed 20% of the Fund’s NAV; The Fund’s investment in transferable securities (other than debentures) must not exceed 10% of the securities issued by any single issuer; The Fund’s investments in money market instruments must not exceed 10% of the instruments issued by any single issuer. This limit does not apply to money market instruments that do not have a pre-determined issue size; The Fund’s investment in collective investment schemes must not exceed 25% of the units or shares in any one collective investment scheme; The Fund’s exposure from derivatives position should not exceed the Fund’s NAV at all times; The value of the Fund’s over-the-counter (“OTC”) derivative transaction with any single counter-party must not exceed 10% of the Fund’s NAV; and At least 2% of the Fund’s NAV must be in liquid assets. Performance benchmark The Fund is benchmarked against MSCI AC Asia Ex Japan, which is available at www.bloomberg.com 27 Fund Performance Performance of the Fund for the financial period since inception to 30 September 2014 During the year from 1 October 2013 to 30 September 2014, the Fund’s NAV per Unit increased by 13.7% compared to the benchmark return (MSCI Asia Ex-Japan) of 6.4%. For the year under review, the Fund achieved its objective of providing investors with an opportunity for capital growth. The Fund out-performed its benchmark mainly due to stock selection. Fund performance figures are calculated based on NAV to NAV and assume reinvestment of distributions (if any) at NAV. The total return is sourced from Lipper. Benchmark data is sourced from Bloomberg. Total Returns For the financial year ended 30 September 2014 2013 2012 % % % 13.65 11.71 -1.64 Benchmark: MSCI AC Asia Ex Japan Index 6.43 9.33 11.71 As at 30 September 2014 1-yr 3-yr 5-yr % % % 13.65 8.29 N/A Annual Total Return Average Total Return Portfolio Turnover Ratio Financial Year Ended 30 September PTR (times) 2014 2013 2012 1.98 2.42 3.45 The PTR for the financial year ended 30 September 2014 decreased due to lower exposure in equity and reduction in shares acquired during the year as a result of a decrease in fund size. 28 Asset Allocation Financial Year Ended 30 September 2014 (%) 2013 (%) 2012 (%) Quoted equities & equity-related securities (local) 60.51 30.31 29.22 Quoted equities & equity-related securities (foreign) 14.71 58.27 45.32 Liquid assets & cash equivalent including placements and Repo 24.78 11.42 25.46 Investment in foreign securities reduced from 58.27% to 14.71% as the Fund concentrated on few countries for investments to build up positions in selected high quality stocks in Asean markets. Distribution & Unit Splits There was no income distribution or unit splits exercise since the launch of the Fund on 12 March 2010. Unit prices and distributions payable, if any, may go down as well as up. Past performance of the Fund is not an indication of its future performance. 29 Areca moneyTRUST Fund Investment Objective The investment objective of the Fund is to provide investors with a high level of liquidity while providing current income and capital preservation (income could be in the form of Units or cash). Note: Any material changes to the investment objective would require Unit Holders’ approval. Asset Allocation Fixed Income Securities and Money Market Instruments Maximum 30% of the NAV of the Fund (at time of (other than those classified as liquid assets) purchase) Deposits and other liquid assets Remaining balance of the NAV of the Fund Investment Policy/ and Strategy of the Fund To achieve this objective, the Fund will invest primarily in very Short-Term and highly liquid Money Market Instruments and Fixed Income Securities. The Fund may invest up to 30% of its NAV in Money Market Instruments and Fixed Income Securities with the remaining of its NAV in Deposits and other liquid assets. However, the Fund may continue to hold its investment in Bond and other Fixed Income Securities even if the holdings exceeds 30% of its NAV due to appreciation or depreciation of the NAV of the Fund, whether as a result of an appreciation or depreciation in value of the investments, or as a result of repurchase of Units or payments made by the Fund. The minimum credit rating of the Money Market Instruments and Bond that the Fund shall invest in is the credit rating of ‘P2/A3’ by RAM or such equivalent rating by other rating agencies. Under normal circumstances, the weighted average duration of the investments is expected to be not more than 24 months. * Please refer to page 53 for further details on income distribution and reinvestment policies. Investors’ Profile This Fund is suitable for investor who: Have a low risk tolerance; Have a Short-Term investment horizon; and Seek liquidity and exposure in money market and fixed income investment portfolio (redemption proceeds will be made on the next Business Day (T+1). Permitted Investments Unless otherwise prohibited by the relevant authorities or any relevant laws and provided always that there are no inconsistencies with the objective of the Fund, the Fund may invest in the following: Fixed income securities issued by the Malaysian government or BNM or any other government related bodies. Such instruments include MGS, treasury bills and BNM bills; Issues guaranteed by the government of Malaysia or BNM or any state government in Malaysia; Issues by banks or financial institutions such as banker’s acceptances and negotiable certificates of deposit; Foreign currency exposure in sovereign bonds and corporate bonds; Private debt securities including those convertibles into equity. These issues are usually approved by BNM and/or the SC, and/or are rated by the RAM or the MARC. The credit rating of an issue may also be enhanced through bank guarantees or corporate guarantees; Units and shares in other collective investment schemes; Derivatives such as futures contracts for hedging purposes only; 30 Structured products which contain embedded derivatives (including options). The value of the derivatives depends on a variety of underlying reference assets including but not limited to interest rate levels, indexes, foreign exchange rates and other factors; and Any other form of investment as may be agreed upon by the Manager and Trustee from time to time and permitted by the relevant authorities, where necessary. Investment Restrictions The investment restrictions are as follows : The value of the Fund’s investments in unlisted securities must not exceed 10% of the Fund’s NAV; The value of the Fund’s investment in debentures issued by any single issuer must not exceed 20% of the Fund’s NAV. However, the single issuer limit may be increased to 30% if the debentures are rated by any domestic or global rating agency to be of the best quality and offer highest safety for timely payment of interest and principal; The value of the Fund’s investment in debentures issued by any one group of companies must not exceed 30% of the Fund’s NAV; The value of the Fund’s placement in deposits with any single institution must not exceed 20% of the Fund’s NAV; The value of the Fund’s investment in structured products issued by a single counter-party must not exceed 15% of the Fund’s NAV; The value of the Fund’s investment in units/shares of any collective investment scheme must not exceed 20% of the Fund’s NAV; The aggregate value of the Fund’s investment in transferable securities, money market instruments, deposits and structured products issued by or placed with (as the case may be) any single issuer/institution must not exceed 25% of the Fund’s NAV. However, where the single issuer limit is increased to 30% pursuant to point 2 above, the aggregate value of the Fund’s investment must not exceed 30% of the Fund’s NAV; The Fund’s investment in debentures must not exceed 20% of the debentures issued by any single issuer; The Fund’s investment in money market instruments must not exceed 10% of the instruments issued by any single issuer. However, the limit does not apply to money market instruments that do not have a pre-determined issue size; The Fund’s investment in collective investment schemes must not exceed 25% of the units/shares in any one collective investment scheme; The Fund’s exposure from its derivatives position should not exceed the Fund’s NAV at all times; and At least 2% of the Fund’s NAV must be in liquid assets. Performance benchmark The Fund is benchmarked against Maybank’s 1-month Repo rate, which is available at www.maybank2u.com.my Investors are to note that the benchmark selected is merely to provide an indication of the performance of the Fund. It does not match the risk profile of the Fund. Investors will assume a higher level of risk by investing in this Fund as compared to Repo placement, and potentially have higher or lower income vis-à-vis the benchmark. 31 Fund Performance Performance of Areca moneyTRUST Fund for the financial period since inception to 30 June 2014 The Fund’s NAV per Unit decreased from RM0.5022 as at 30 June 2013 to RM0.5020 as at 30 June 2014, after a total net distribution of 1.40 sen per Unit during the year. For the year ended 30 June 2014, the Fund posted a return of 2.78% p.a., whilst the benchmark, Maybank’s 1-month Repo rate, provided 2.43% p.a. In line with its strategy of providing high liquidity and current income, the Fund achieved its objective for the year under review by investing in short term fixed income assets and very short term Repo and money placements. Fund performance figures are calculated based on NAV to NAV and assume reinvestment of distributions (if any) at NAV. The total return is sourced from Lipper. Benchmark data is sourced from Malayan Banking Berhad. Total Returns For the financial year ended 30 June 2014 2013 2012 2011 2010 % % % % % Annual Total Return 2.78 2.94 2.68 2.89 2.40 Benchmark: Average Maybank’s 1-month Repo rate. 2.43 2.43 2.36 2.04 1.39 As at 30 June 2014 Average Total Return 1-yr 3-yr 5-yr % % % 2.78 2.88 2.89 Portfolio Turnover Ratio Financial Year Ended 30 June PTR (times) 2014 2013 2012 0.28 0.68 0.66 There was no significant change in the PTR for the financial year ended 30 June 2014 as compared to the previous years. 32 Asset Allocation Financial Year Ended 30 June Fixed income securities Floating rate negotiable instrument of deposit Liquid assets & cash equivalents 2014 2013 (%) 2012 (%) 64.71 65.12 48.70 8.92 - 3.91 26.37 34.88 47.39 Unit Splits There was no unit splits exercise during the last three financial years ended 30 June 2014. Distribution Financial Year Ended 30 June 2014 Distribution date Gross distribution (sen per Unit) Net distribution (sen per Unit) NAV before distribution (RM per Unit) NAV after distribution (RM per Unit) 2013 2012 26 Sep 2013 27 Sep 2012 29 Sep 2011 27 Dec 2013 26 Dec 2012 28 Dec 2011 26 Mar 2014 27 Mar 2013 28 Mar 2012 27 Jun 2014 26 Jun 2013 27 Jun 2012 0.35 (26 Sep) 0.35 (27 Sep) 0.35 (29 Sep) 0.35 (27 Dec) 0.35 (26 Dec) 0.35 (28 Dec) 0.35 (26 Mar) 0.35 (27 Mar) 0.35 (28 Mar) 0.35 (27Jun) 1.00 (26 Jun) 0.35 (27 Jun) 0.35 (26 Sep) 0.35 (27 Sep) 0.35 (29 Sep) 0.35 (27 Dec) 0.35 (26 Dec) 0.35 (28 Dec) 0.35 (26 Mar) 0.35 (27 Mar) 0.35 (28 Mar) 0.35 (27Jun) 1.00 (26 Jun) 0.35 (27 Jun) 0.5048 (25 Sep) 0.5113 (26 Sep) 0.5121 (28 Sep) 0.5055 (26 Dec) 0.5120 (24 Dec) 0.5120 (27 Dec) 0.5054 (25 Mar) 0.5122 (26 Mar) 0.5116 (27 Mar) 0.5054 (26 Jun) 0.5122 (25 Jun) 0.5115 (26 Jun) 0.5014 (26 Sep) 0.5078 (27 Sep) 0.5086 (29 Sep) 0.5021 (27 Dec) 0.5086 (26 Dec) 0.5086 (28 Dec) 0.5019 (26 Mar) 0.5087 (27 Mar) 0.5082 (28 Mar) 0.5019 (27 Jun) 0.5023 (26 Jun) 0.5079 (27 Jun) All income distributions were made in the form of Units. Unit prices and distributions payable, if any, may go down as well as up. Past performance of the Fund is not an indication of its future performance. 33 Areca enhancedINCOME Fund Investment Objective The investment objective of the Fund is to provide long term investors with high level of income stream (income could be in the form of Units or cash) and an opportunity for capital appreciation. Note: The name of this Fund is in line with the Fund’s objective where the Fund aims to not only provide investors with income but also to provide investors with an opportunity to achieve higher returns above the ordinary rate through capital appreciation. Any material change to the investment objective of the Fund would require Unit Holders’ approval. Asset Allocation Fixed Income Securities and Money Market Instruments Minimum 70% of the NAV of the Fund (other than those classiied as liquid assets) Liquid assets Minimum 2% of the NAV of the Fund Listed equities and equity-related securities Up to 25% of the NAV of the Fund (at time of purchase) Investment Policies and Strategies of the Fund To achieve this objective, the Fund will invest primarily (with at least two third of its assets) in Money Market Instruments and Fixed Income Securities. The Fund may also invest tactically a small portion in equities and equityrelated securities to take advantage of both the fixed income and equity markets climate. Under normal circumstances, the Fund will invest a minimum of 70% of its NAV in Money Market Instruments and Fixed Income Securities including collective investment schemes that invest primarily in Fixed Income Securities with a minimum of 2% of its NAV in liquid assets. The Fund may also invest up to 25% of its NAV (at time of purchase) in listed equities and equity-related securities including initial public offerings, warrants and collective investment schemes that invest primarily in equities at any time to enhance income and returns to the Fund. However, the Fund may continue to hold its investment in equities even if the Fund’s holding exceeds 25% of its NAV due to appreciation or depreciation of the NAV of the Fund, whether as a result of an appreciation or depreciation in value of the investment, or as a result of repurchase of Units or payments made by the Fund . * Please refer to page 53 for further details on income distribution and reinvestment policies. Investors’ Profile This Fund is suitable for investor who: Have medium risk tolerance; Have surplus funds; Seek exposure in fixed income market and a small equity exposure; and Seek to earn return higher than the fixed deposit rates. Permitted Investments Unless otherwise prohibited by the relevant authorities or any relevant law and provided always that there are no inconsistencies with the objective of the Fund, the Fund may invest in the following: Securities of Malaysian companies listed on approved stock exchange(s); Fixed income securities issued by the Malaysian government or BNM or any other government related bodies. Such instruments include MGS, treasury bills and BNM bills; Issues guaranteed by the government of Malaysia or BNM or any state government in Malaysia; Issues by banks or financial institutions such as banker’s acceptances and negotiable certificates of deposit; 34 Private debt securities including those convertibles into equity. These issues are usually approved by BNM and/or the SC, and/or are rated by the RAM or the MARC. The credit rating of an issue may also be enhanced through bank guarantees or corporate guarantees; Foreign currency exposure in sovereign bonds and corporate bonds; Units and shares in other collective investment schemes; Derivatives such as futures contracst for hedging purposes only; Structured products which contain embedded derivatives (including options). The value of the derivatives depends on a variety of underlying reference assets including but not limited to interest rate levels, indexes, foreign exchange rates and other factors; and Any other form of investment as may be permitted by the relevant authorities from time to time. Investments Restriction The investment restrictions are as follows : The value of the Fund’s investments in unlisted securities must not exceed 10% of the Fund’s NAV; The value of the Fund’s investment in ordinary shares issued by any single issuer must not exceed 10% of the Fund’s NAV; The value of the Fund’s investment in debentures issued by any single issuer relating to any single issuer must not exceed 20% of the Fund’s NAV. However, the single issuer limit may be increased to 30% if the debentures/instruments are rated by any domestic or global rating agency to be of the best quality and offer highest safety for timely payment of interest and principal; The value of the Fund’s investment in debentures issued by any one group of companies must not exceed 30% of the Fund’s NAV; The aggregate value of the Fund’s investments in transferable securities, money market instruments and deposits issued by or placed with (as the case may be) any single issuer/institution must not exceed 25% of the Fund’s NAV. However, where the single issuer limit is increased to 30% pursuant to point 3 above, the aggregate value must not exceed 30% of the Fund’s NAV; The value of the Fund’s placement in deposits with any single institution must not exceed 20% of the Fund’s NAV; The value of the Fund’s investment in structured products issued by a single counter-party must not exceed 15% of the Fund’s NAV; The value of the Fund’s investment in units/shares of any collective investment scheme must not exceed 20% of the Fund’s NAV; The Fund’s investment in transferable securities (other than debentures) must not exceed 10% of the securities issued by any single issuer; The Fund’s investment in debentures must not exceed 20% of the debentures issued by any single issuer; The Fund’s investment in money market instruments must not exceed 10% of the instruments issued by any single issuer. However, the limit does not apply to money market instruments that do not have a pre-determined issue size; The Fund’s investment in collective investment schemes must not exceed 25% of the units/shares in any one collective investment scheme; The Fund’s exposure from its derivatives position should not exceed the Fund’s NAV at all times; and At least 2% of the Fund’s NAV must be in liquid assets. Performance benchmark The Fund is benchmarked www.maybank2u.com.my against Maybank’s 12-month fixed deposit rate, which is available at Investors are to note that the benchmark selected is merely to provide an indication of the performance of the Fund. It does not match the risk profile of the Fund. Investors will assume a higher level of risk by investing in this Fund as compared to fixed deposit, and potentially have higher or lower income vis-à-vis the benchmark. 35 Fund Performance Performance of Areca enhancedINCOME Fund for the financial period since inception to 30 June 2014 The Fund’s NAV per Unit increased from RM0.5084 as at 30 June 2013 to RM0.5071 as at 30 June 2014, after a total net distribution of 1.00 sen per Unit during the year. For the year ended 30 June 2014, the Fund provided a return of 3.71% p.a. against 3.17% p.a. of the benchmark, Maybank’s 12-month fixed deposit rate. The over-performance was largely due to the contribution from our stock selection. This was complemented by the PDS portion, providing a base supporting the performance of the Fund as a whole as interest rates environment remained favourable. The Fund holds 66% in PDS rated AA or better. The Fund also currently holds 13% in equities. For the year, the Fund achieved its objective in providing high level of income stream and an opportunity for capital appreciation. Moving forward, the Fund hopes to reap the potential gains from an improving economy toggling our exposure up to a maximum limit of 30%. This we believe can continue to provide a steady income stream that can outpace the benchmark. Fund performance figures are calculated based on NAV to NAV and assume reinvestment of distributions (if any) at NAV. The total return is sourced from Lipper. Benchmark data is sourced from Malayan Banking Berhad. Total Returns For the financial year ended 30 June 2014 2013 2012 2011 2010 % % % % % Annual Total Return 3.71 4.23 4.01 7.88 7.39 Benchmark: Benchmark: Average Maybank’s 12month fixed deposit rate. 3.17 3.17 3.17 2.89 2.59 As at 30 June 2014 Average Total Return 1-yr 3-yr 5-yr % % % 3.71 4.14 6.05 Portfolio Turnover Ratio Financial Year Ended 30 June PTR (times) 2014 2013 2012 1.03 0.76 0.43 PTR increased from 0.76 times to 1.03 times mainly attributed to change of strategy in 2013 as the Manager foresaw a rising yield trend thus swicthing more long-term bonds to short-term fixed income instrument and partially to equity (as a result of better equity outlook) 36 Asset Allocation Financial Year Ended 30 June 2014 (%) 2013 (%) 2012 (%) Equities and equity-related securities 2.22 1.63 1.86 Real estate investments trusts 3.10 6.37 - Loan stocks 7.83 - - Collective investment scheme 2.75 2.42 - Floating rate negotiable instrument of deposit 12.86 - 1.59 Fixed income securities 59.78 78.52 83.91 Liquid assets & cash equivalents 11.46 11.06 12.64 In the year 2014 and 2013, the Manager foresaw a rising yield trend thus switching more long term bonds to short term fixed income instruments and partially to equity (as a result of better quality equity outlook). Unit Split There were no unit split exercise during the last 3 financial years end. Distribution Financial Year Ended 30 June 2014 2013 30 Dec 2013 Distribution date 26 Dec 2012 2012 27 June 2012 26 Jun 2013 Gross distribution (sen per Unit) 1.00 1.00 (26 Dec) 1.50 1.25 (26 Jun) Net distribution (sen per Unit) 1.00 1.00 (26 Dec) 1.50 1.25 (26 Jun) NAV before distribution (RM per Unit) 0.5146 (27 Dec) 0.5180 (24 Dec) 0.5244 0.5194 (25 Jun) NAV after distribution (RM per Unit) 0.5045 (30 Dec) 0.5084 (26 Dec) 0.5094 0.5076 ( 26 Jun) All income distributions are made in the form of Units. Unit prices and distributions payable, if any, may go down as well as up. Past performance of the Fund is not an indication of its future performance. 37 Policy On The Application Of Investment Restrictions Of The Funds The investment restrictions for the Funds shall be complied with at all times based on the most up-to-date value of the Funds. Any entitlement accruing on the investments held may be excluded when determining compliance with the investment restrictions. The entitlement should not be exercised if it results in the breach of any restrictions specified. However, the right of convertibility may be exercised even if it results in the breach of the restrictions, provided justifiable reasons and prior approval of the Trustee has been obtained and the Manager takes all necessary steps and actions to rectify the breach within a reasonable time of not more than one (1) month from the date of the breach. A 5% allowance in excess of any limit or restriction may be permitted, where the breach occurred through an appreciation or depreciation of the NAV of the Funds, whether as a result of an appreciation or depreciation in value of the investments, or as a result of repurchase of Units or payment made out of the Funds. The Manager should not make any further acquisitions to which the relevant limit is breached, and the Manager should within a reasonable period of not more than three (3) months from the date of the breach, take all necessary steps and actions to rectify the breach. However, in the event of a liquidity crunch where the affected investment can only be sold at a huge discount to its market value, the Manager may, in consultation with the Trustee and/or the relevant authorities be forced to retain the position in order not to adversely affect the Fund’s value by incurring a huge loss. Such limits and restrictions, however, do not apply to securities/instruments issued or guaranteed by the Malaysian government or BNM. The minimum liquid assets level for the Funds is specified to ensure sufficient short-term liquidity in the Funds to meet operating expenses and possible redemption of the Units. In the event that the liquid assets level for the Fund drops below the minimum level specified, the Manager will take all necessary steps and actions to meet the minimum level specified within ten (10) calendar days or such longer period which shall be determined by the Manager. Valuation Method Of The Authorised Investments The Manager will ensure the valuation of the assets of the Funds will be carried out at fair value and at all times in compliance with the relevant laws. The bases of valuations of the securities/instruments are as follows: Listed securities/Warrants/Options Investment in listed securities shall be valued at the last done market price available at the close of the Business Day. However, if a market price is not available, including in the event of a suspension in the quotation of the securities for a period exceeding 14 days, or such shorter period as agreed by the Trustee, or during abnormal market conditions or when the last done prices or quotes do not represent the fair values of the securities, such securities will be valued at fair value. The fair value shall be determined in good faith by the Manager, based on the method or bases approval of the Trustee after appropriate technical consultation. Unlisted securities Unlisted securities will be valued at fair value as determined in good faith by the Manager on method or bases which have been verified by the auditor of the Fund and approved by the Trustee. Unlisted Fixed Income Securities Investment in unlisted Fixed Income Securities shall be based using the appropriate price by reference to quotes / yields published by approved bond pricing agency (BPA). Where the Manager is of the view that the price / yield quoted by BPA for a specific bond differs from the “market price” by more than 20 basis points, the Manager may use the “market price” provided that the Manager records its basis for using a non-BPA price, obtains the necessary internal approvals to use the non-BPA price and keeps an audit trail of all decisions and basis for adopting the “market price”. Money Market Instruments Money Market Instruments shall be based on the value provided by the Financial Institution that issue the instruments. Deposits Investments such as Repo and Deposits are valued by reference to the value of such investments and the interest accrued thereon for the relevant period. 38 Structured Products Structured Products will be valued at fair value as determined in good faith by the Manager on method or bases which have been verified by the auditor of the Fund and approved by the Trustee. Derivatives Derivatives instruments are marked-to-market on a daily basis. Any changes in the value of the contracts are adjusted for directly in the margin accounts, with a corresponding recognition in the unrealised reserves. Collective Investment Schemes Investment in units or shares in other collective investment schemes will be valued based on the last published repurchase price of the collective investment scheme. Foreign Fixed Income Securities For foreign unquoted Fixed Income Securities, valuation will be based on a price by reference to the average indicative yield quoted by three or more independent and reputable institutions. Where there are less than three indicative yields available, the Manager may consider to use other sources such as from Bloomberg or apply the indicative yield(s) available from the independent institutions if there are less than three, provided the indicative yield(s) are approximate to the fair value. Foreign Exchange Rate Conversion Where the value of an asset of the Fund is denominated in a foreign currency, the assets are translated on a daily basis to Ringgit Malaysia using the bid foreign exchange rate at 4p.m United Kingdom time, the same day quoted by either Reuters or Bloomberg. If and when the Fund invests in a foreign market, the valuation of the Fund may be carried out not later than 5pm (or such other time as may be permitted by the relevant authorities from time to time) on the following Business Day (T+1 Day). This is due to certain foreign markets in which the Fund may invest in have yet to close due to different time zones. As such, the daily NAV of the Fund will only be published on the next following Business Day (T+2 Day)(i.e. the NAV will be 2 days old). Investors may visit our website for the latest NAV. Incorrect Pricing Subject to any relevant law, if there is an error in the pricing of the NAV per Unit of the Fund(s), the Manager will take immediate remedial action to correct the error. Rectification shall, where necessary, extend to the reimbursements of money as follows if the error is at or above the significant threshold of 0.50% of the NAV per Unit: if there is an over pricing in relation to the purchase and creation of Units, the Fund shall reimburse the Unit Holders; if there is an over pricing in relation to the repurchase of Units, the Manager shall reimburse the Fund; if there is an under pricing in relation to the purchase and creation of Units, the Manager shall reimburse the Fund; and if there is an under pricing in relation to the repurchase of Units, the Funs shall reimburse the Unit Holders or former Unit Holders. The Manager retains the discretion whether or not to reimburse to the Fund and/or Unit Holders if the error is below 0.50% of the NAV per Unit or where the total impact on an individual account is less than RM10.00 in absolute amount. This is because the reprocessing costs may be greater than the amount of the reimbursement. Policy On Gearing The Funds are prohibited from borrowing other assets (including borrowing of securities within the meaning of Guidelines on Securities Borrowing and Lending) in connection with their activities. However, the Funds may borrow cash for the purpose of meeting repurchase request for Units and for Short-Term bridging requirements. The Manager should ensure that the borrowings are subjected to the following: The Funds’ cash borrowings are only on a temporary basis and that borrowings are not persistent; The borrowing period should not exceed one month; 39 The aggregate borrowing of the Funds should not exceed 10% of the respective Funds’ NAV at the time borrowing are incurred;and The Funds may only borrow from Financial Institutions. Risk Management All investments carry an element of risk which may affect the Funds’ performance including capital losses arising from volatility of the stock prices in both equities and bonds. The value of the Funds may fluctuate in response to the underlying factors such as economic conditions, interest rates movements, global and domestic liquidity flows and general markets conditions. The Manager adopts various risks management strategies such as asset allocation, diversification, liquidity management and short-term defensive strategy in order to mitigate and diversify the inherent risks associated to the Funds. Generally the broad asset allocations and the respective investment restrictions of the Funds are monitored regularly by the compliance department who reports monthly to the investment committee. For credit risks management, the Areca incomeTRUST Fund has set a minimum credit rating of ‘A3’ for its general investments. Although the Fund may invests in fixed income instruments with a credit rating below ‘A3’, it has a stringent policy to obtain a prior unanimous approval from investment committee members and that limit of the holdings is set to a maximum of 25% of its NAV at the time of purchase. For Areca moneyTRUST Fund, the minimum credit rating is set at ‘P2’/A3’ by RAM or such equivalent rating by other rating agencies . For Areca equityTRUST Fund, the average holdings of stocks is about 20 - 30 securities across various sectors and industries. For Areca enhancedINCOME Fund, the Fund’s equity exposure will range between 0% - 25% of its NAV at time of purchase. The level of equity exposure will be managed in accordance with the equity market outlook. In an anticipated downturn of equity market, the Fund will reduce its equity exposure, in order to mitigate the equity market risk. However, when the equity market outlook is positive, the Fund may increase its equity exposure up to the maximum of 25% of its NAV to enhance the income and returns of the Fund. It is also the Funds’ strategy to mitigate their liquidity risk by investing in collective investment schemes. Although the cost is relatively higher than direct investments, investing in collective investment schemes with similar investment objectives of the respective Funds indirectly gives the Funds exposure to the collective investment schemes’ underlying investments. Investments in collective investment schemes can usually be liquidated on any business day at prices quoted daily and proceeds are generally paid within 10 calendar days in accordance with the Guidelines. On the other hand, it may not always be possible to immediately liquidate a direct investment in listed securities or a fixed income instrument as it is subjected to prevailing market conditions at that point in time, including availability of a ready buyer and an acceptable market price. Another risk management measure is to adopt a temporary defensive strategy during adverse market conditions as further explained below. If an investment security is downgraded to below the minimum investment grade and it causes the investment limit to be breached, the Fund Manager will use their best efforts to dispose the holdings before maturity. Temporary Defensive Position The Funds may take a temporary defensive position, which may be inconsistent with the Funds’ investment strategies, in attempting to respond to adverse economic, political or any other market conditions such as changes in interest rate policy or the introduction of a new policy which may affect the fixed income markets, money markets and/or equity markets. These include reducing exposure in the respective authorised investments in Long-Term Fixed Income Securities and/or equities and increasing the Funds’ exposure in cash (local or foreign), Short-Term Fixed Income Securities and/or collective investment schemes (local or foreign). For instance, the Funds might invest a substantial portion of the Funds’ NAV in money market funds when the Manager is of the opinion that the exposure in Long-Term Fixed Income Securities or equities might cause losses to the Funds. In general, the temporary defensive postions shall be taken for a period of not more than 6 months with prior approval from the investment committee. However, the position could be held for a longer period with the approval from the 40 investment committee during prolonged adverse market conditions. The Manager will re-align the Funds to their principal investment strategies when market conditions turn for the better. Liquid Assets Policy We shall review the need to maintain a sufficient level of liquid assets to meet potential liquidation requests for the Funds. Liquid assets of the Funds may be held in the form of cash, net amount receivable/(payable) from the brokers/dealers, deposits with Financial Institution and any other instrument capable of being converted into cash within seven (7) Business Days as may be approved by the Trustee. Liquid assets may include but not be limited to securities issued by the Malaysian government or quasi-government bodies, including but not limited to Khazanah, Cagamas, Danaharta, Danamodal and BNM, securities guaranteed by the Malaysian government or BNM or their agencies and Commercial Paper with rating of ‘P1’ or ‘MARC-1’. 41 FINANCIAL HIGHLIGHTS OF THE FUNDS Areca incomeTRUST Fund Extract of Statement of Income and Expenditure for the financial period ended 30 June 2014 2013 2012 RM RM RM Investment income 6,605,292 9,299,540 13,315,177 Expenses 1,980,119 2,597,136 3,278,130 Net income before taxation 4,085,173 6,702,404 10,037,047 Net income after tax 4,085,173 6,702,404 10,037,047 Extract of Statement of Assets and Liabilities for the financial period ended 30 June Total Investments Total other assets 2014 2013 2012 RM RM RM 124,889,284 167,598,135 230,466,395 4,529,539 5,077,325 5,626,755 129,418,823 172,675,460 236,093,150 1,668,602 192,200 253,792 Unit Holders’ capital 120,545,114 162,340,085 224,876,083 NAV 127,750,221 172,483,260 236,093,150 Total assets Total liabilities Funds’ Expenses for the year ended 30 June 2014 Management Fee Trustee Fee Fund Expenses Total Annual Expenses RM’000 % RM’000 % RM’000 % RM’000 % 1825 1.11 132 0.08 23 0.01 1980 1.20 Management Expense Ratio (MER) MER 2014 2013 2012 1.20 1.22 1.23 There were no significant changes in the MER for the financial year ended 30 June 2014 as compared to previous years. Areca equityTRUST Fund Extract of Statement of Income and Expenditure for the financial period ended 30 June 2014 2013 2012 RM RM RM 7,355,151 4,290,635 611,831 872,881 776,807 844,292 Net income before taxation 6,482,270 3,513,828 (232,461) Net income after tax 6,457,222 3,507,720 (22,404) Investment income Expenses Extract of Statement of Assets and Liabilities for the financial period ended 30 June 2014 2013 2012 RM RM RM Total Investments 31,871,351 24,253,655 13,139,585 Total other assets 3,898,811 3,970,075 6,205,107 35,770,162 28,223,730 19,344,692 Total assets Total liabilities 62,099 78,893 721,932 Unit Holders’ capital 30,534,041 25,233,299 15,966,194 NAV 35,770,162 28,144,837 18,622,760 42 Funds’ Expenses for the year ended 30 June 2014 Management Fee Trustee Fee Fund Expenses Total Annual Expenses RM’000 % RM’000 % RM’000 % RM’000 % 484 1.70 23 0.08 18 0.06 525 1.84 Management Expense Ratio (MER) MER 2014 2013 2012 1.84 1.85 1.86 There were no significant changes in the MER for the financial year ended 30 June 2014 as compared to previous years. Areca growthTRUST Fund Extract of Statement of Income and Expenditure for the financial period ended 30 September Investment income 2014 RM 491,806 2013 RM 514,066 2012 RM 224,237 Expenses 131,762 190,770 198,486 Net income before taxation 360,044 323,296 25,751 Net income after tax 360,234 322,950 19,575 Extract of Statement of Assets and Liabilities for the financial period ended 30 September 2014 RM 2,638,362 2013 RM 3,590,662 2012 RM 3,103,374 101,950 32,800 2,976,562 Unit Holders’ capital 2,438,373 3,820,057 3,561,707 NAV 2,536,412 3,557,862 2,976,562 Total assets Total liabilities Funds’ Expenses for the year ended 30 September 2014 Management Fee Trustee Fee Fund Expenses Total Annual Expenses RM’000 % RM’000 % RM’000 % RM’000 % 44 1.60 18 0.65 28 1.03 90 3.28 Management Expense Ratio (MER) MER 2014 2013 2012 3.28 3.29 2.72 There were no significant changes in the MER for the financial year ended 30 September 2014 as compared to previous years. Areca moneyTRUST Fund Extract of Statement of Income and Expenditure for the financial period ended 30 June Investment income 2014 RM 792,740 2013 RM 846,779 2012 RM 1,518,005 Expenses 195,173 199,102 291,410 Net income before taxation 597,567 647,677 1,226,595 Net income after tax 596,567 647,677 1,226,595 Extract of Statement of Assets and Liabilities for the financial period ended 30 June Total Investments 2014 RM 16,497,625 2013 RM 15,851,700 2012 RM 13,859,425 Total other assets 5,934,174 8,515,808 12,513,580 22,431,799 24,367,508 26,373,005 26,924 25,658 27,515 Unit Holders’ capital 21,339,413 23,272,468 25,038,700 NAV 22,404,875 24,341,850 26,373,005 Total assets Total liabilities 43 Funds’ Expenses for the year ended 30 June 2014 Management Fee Trustee Fee Fund Expenses Total Annual Expenses RM’000 % RM’000 % RM’000 % RM’000 % 164 0.75 17 0.08 14 0.06 145 0.89 Management Expense Ratio (MER) MER 2014 2013 2012 0.89 0.89 0.65 There were no significant changes in the MER for the financial year ended 30 June 2014 as compared to previous years. Areca enhancedINCOME Fund Extract of Statement of Income and Expenditure for the financial period ended 30 June 2014 2013 2012 RM RM RM Investment income 3,911,765 2,310,965 1,582,939 Expenses 1,026,798 568,149 445,557 Net income before taxation 2,884,967 1,742,816 1,137,362 Net income after tax 2,868,108 1,750,765 1,138,105 Extract of Statement of Assets and Liabilities for the financial period ended 30 June Total Investments Total other assets Total assets 2014 2013 2012 RM RM RM 96,350,741 43,926,762 28,358,459 13,006,895 5,521,305 4,149,312 109,357,636 49,448,067 32,507,771 Total liabilities 530,406 61,802 46,471 Unit Holders’ capital 105,474,979 47,530,487 30,406,334 NAV 108,827,230 49,386,265 32,461,300 Funds’ Expenses for the year ended 30 June 2014 Management Fee Trustee Fee Fund Expenses Total Annual Expenses RM’000 % RM’000 % RM’000 % RM’000 % 875 1.19 59 0.08 18 0.02 952 1.29 Management Expense Ratio (MER) MER 2014 2013 2012 1.30 1.31 1.34 There were no significant changes in the MER for the financial year ended 30 June 2014 as compared to previous years. The audited financial statements of the Funds are disclosed in the respective Funds’ annual reports. The Funds’ annual reports are available upon request. Past performance of the Fund is not an indication of its future performance. 44 FEES, CHARGES, AND EXPENSES Charges Below are the charges directly incurred when you buy or redeem Units:- Entry Fee (Sales Charge) Versatile Investment Portfolio: Areca incomeTRUST Fund Direct Investment through Third the Manager. including Appointed IUTA. Up to 2% invested*. of the amount party distributors Up to 4.5% of the amount invested*. Areca equityTRUST Fund Areca growthTRUST Fund Standalone: Areca incomeTRUST Fund Up to 0.15% of the amount invested*. Areca moneyTRUST Fund NIL Areca enhancedINCOME Fund Up to 1% of the amount invested*. * The maximum rate of entry fee to be imposed by each distribution channel (i.e. direct investment through the Manager and third party distributors including appointed IUTA). Investors may negotiate with the distributors for lower sales charges subject to the respective channels’ decision. The Manager, may at its discretion, waive the entry fee. The entry fee payable for investments in a Fund is equivalent to the specified percentage of the NAV per Unit of the respective Fund. For all Funds, there is no fee charged for distribution of income reinvested into the respective Funds. For lump sum cash investment, investors may apply to the Manager to choose to pay the entry fee either by upfront payment or deferred payment subject to the Manager’s acceptance. For deferred payment, the entry fee will be debited from the investors’ within 6 months in the form of Units. Debiting will be done on every 15 th of the next calendar quarter (i.e. 15/3, 15/6 15/9, 15/12) until the said entry fee is fully deducted. In the event that the investment is liquidated before the entry fee is fully deducted, the balance of chargeable entry fee will be debited upon exit/liquidation. Exit Fee Direct Investment through the Manager. Versatile Investment Portfolio: Third party distributors including Appointed IUTA. NIL Areca incomeTRUST Fund Areca equityTRUST Fund Areca growthTRUST Fund Standalone: Areca incomeTRUST Fund Areca moneyTRUST Fund Areca enhancedINCOME Fund Up to 0.50% of the amount liquidated if liquidation is made on Units invested for a duration of less than 6 months**. NIL Up to 0.50% of the amount liquidated if liquidation is made on Units invested for a duration of less than 6 months**. ** The maximum rate of exit fee to be imposed by each distribution channel (i.e. direct investment through the Manager and third party distributors including appointed IUTA). However, the exit fee would be waived if Units liquidated (including distributions/unit split for calculation, if any) have not made any profit/gain. No exit fee would be charged if liquidation is made on Units invested for a duration of more than 6 months. Investors may negotiate with the distributors for lower exit fee subject to the respective channels’ division. The Manager, may at its discretion, waive the exit fees. The exit fee payable for liquidation of Units in a Fund is equivalent to the specified percentage of the NAV per Unit of the respective Funds. The exit fee paid by the investor will be retained by the Manager. 45 Fees Below are the fees indirectly incurred by investors when investing in the Funds. Annual Management Fee and Trustee Fee The annual management fee and annual trustee fee chargeable to the Funds during the term of this Master Prospectus is as follows: Funds Annual Management Fee Annual Trustee Fee Areca incomeTRUST Fund 1.15% p.a. of NAV of the Fund 0.08% p.a. of NAV of the Fund Areca equityTRUST Fund 1.90% p.a. of NAV of the Fund* 0.08% p.a. of NAV of the Fund 1.60% p.a. of NAV of the Fund 0.08% p.a. of NAV of the Fund, subject to a minimum of RM18,000 p.a. (excluding foreign custodian fees and charges) Areca growthTRUST Fund Areca moneyTRUST Fund Areca enhancedINCOME Fund 0.75% p.a. of NAV of the Fund 0.08% p.a. of NAV of the Fund 1.40% p.a. of NAV of the Fund** 0.08% p.a. of NAV of the Fund * The Manager has increased the management fee from 1.70% to 1.90%. The effective date for the new management fee is on 19 June 2015 (90 days have elapsed since the effective date of this Master Prospectus. ** The Manager has increased the management fee from 1.20% to 1.40%. The effective date for the new management fee is on 19 June 2015 (90 days have elapsed since the effective date of this Master Prospectus. The annual management fee will be paid out of the Funds and will be calculated based on the NAV of the Funds and accrued on a daily basis. The Manager may, in consultation with the Trustee, charge a lower management fee. The annual trustee fee will be paid out of the Funds and will be calculated based on the NAV of the Funds and accrued on a daily basis. For details on computation of management fee and trustee fee, please refer to page 48. Other Charges and Fees Switching Fee No switching fee is imposed on the investors under the VIP switching facility for all switches between the Areca incomeTRUST Fund, Areca equityTRUST Fund and Areca growthTRUST Fund. Switching facility is not available for Standalone Areca incomeTRUST Fund, Areca moneyTRUST Fund and Areca enhancedINCOME Fund. Transfer Fee No transfer fee is imposed on the transfer of Units for the Funds. Other Charges In executing your transaction, certain charges may be incurred. For instance, bank charges, telegraphic charges and courier charges. We reserve the right to vary such conditions from time to time, which shall be communicated to you in writing. Expenses Below is a list of expenses to be incurred/incurred by the Funds, which include: Commissions or fees paid to brokers or dealers in effecting dealings in the investments of the Fund; Charges or fees paid to the sub-custodian; Tax and other duties charged on the Fund by the government and/or other authorities; Costs, fees and expenses properly incurred by the auditor appointed for the Fund; Costs, fees and expenses incurred for the valuation of any investment of the Fund by independent valuers for the benefit of the Fund; 46 Costs, fees and expenses incurred for any modification of the Deed save where such modification is for the benefit of the Manager and/or Trustee; Costs, fees and expenses incurred for any meeting of the Unit Holders save where such meeting is convened for the benefit of the Manager and/or Trustee; and Other fees or expenses permitted in the Deed. These expenses are necessary for the business of the Funds. Only those expenses set out in the Deed can be paid out of the Funds. Rebates & Soft Commissions The Manager will retain soft commissions received from stockbrokers, provided these are of demonstrable benefit to the Unit Holders. The soft commissions may take the form of goods and services such as data and quotation services, computer software incidental to the management of the Funds and investment related publications. Cash rebates, if any, will be directed to the account of the Funds. There are fees and charges involved and investors are advised to consider the fees and charges before investing in the Funds. The above fees and charges are exclusive of goods and services tax and/or duties as may be imposed by the government and/or the relevant authorities from time to time. 47 Transaction Information Calculation Of Unit Prices Valuation Point Valuation point refers to the time(s) on a Business Day as may be decided by the Manager wherein the NAV of the Fund is calculated. The Manager may consider additional valuation point(s) for the Funds during a Business Day when there is a material market movement within the day (more than 5% of the last valuation point). If and when the Fund invests in a foreign market, the valuation of the Fund may be carried out not later than 5pm (or such other time as may be permitted by the relevant authorities from time to time) on the following Business Day (T+1 Day). This is due to certain foreign markets in which the Fund may invest in have yet to close due to different time zones. As such, the daily NAV of the Fund will be determined on T+1 Day and will be published in the newspapers on T+2. Single Pricing Policy The Manager adopts the single pricing policy to price the Units in relation to investment and liquidation of Units. This means that the selling of Units by the Manager (i.e. when you purchase Units and invest in the Funds) and repurchase of Units by the Manager (i.e. when you redeem your Units and liquidate your investments) will be carried out at NAV per Unit (the actual value of the Unit). The entry/exit fee (if any) would be computed separately based on your net investment/liquidation amount. The single price for investment and liquidation of Units shall be the daily NAV per Unit at the next valuation point after the Manager receives the investment or liquidation application (i.e. forward pricing). How Is The NAV (actual value) Per Unit Calculated? The NAV of the Fund is calculated at the end of each Business Day and is defined as the total value of the Fund’s investment, assets and properties less any liabilities or provisions. Where applicable, investment income, interest payable, fees and other liabilities will be accrued daily in arriving at the NAV of the Fund. The NAV per Unit is then determined by dividing the NAV of the Fund by the number of Units in circulation at the valuation point rounded up to four (4) decimal places or as agreed between the Manager and Trustee. Illustration 1: Computation of NAV RM Securities Investment Add: 224,607,604 Assets 2,320,028 226,927,632 Less: Liabilities 210,751 NAV before deducting annual management fee and annual trustee fee for the day Less: Less: Annual management fee for the day (1.15% per annum) 226,716,881 7143.13 GST* (6% of the management fee) 428.58 Annual trustee fee for the day (0.08% per annum) 496.91 GST* (6% of the trustee fee) 29.81 NAV 226,708,782.57 * Effective 1 April 2015, GST will be implemented at a standard rate of 6%. The management fee and trustee services charged to the Fund are subject to GST as a standard rate, as illustrated above. 48 NAV per Unit The NAV per Unit is then determined by dividing the NAV of the Fund by the number of Units in circulation at the valuation point. If the Units in circulation are 436,555,891 Units at the point of valuation, therefore; Illustration 2: Computation of NAV per Unit NAV per Unit of the Fund = NAV ÷ Units in Circulation = RM226,708,782 ÷ 436,555,891 = RM0.51931216 = RM0.5193 (rounded to 4 decimal place) Computation of Investment Amount and Units Entitlement The number of Units invested is determined by dividing the investment amount (excluding entry fee), with the NAV per Unit at the next valuation point after the Manager receives the investment application and rounded up to two (2) decimal places. Illustration 3: Allocation of Units to Investor Assuming you invest RM10,000.00 into Areca incomeTRUST Fund on 1 March 2015 and the NAV of the Fund on that day is RM0.5193, therefore; RM Investment amount 10,000.00 Add: Entry Fee of 2% (RM10,000 x 2%) 200.00 GST* 6% of the entry fee (RM200 x 6%) 12.00 Total amount payable by investor 10,212.00 Value of investment 10,000.00 Divided by NAV per Unit 0.5193 Number of Units 19,256.69 Units credited to investor’s account is 19,256.69 Units * Effective 1 April 2015, GST will be implemented at a standard rate of 6%. The entry fee is subject to GST as a standard rate, as illustrated above. For lump sum cash investment, investors may apply to the Manager to choose to pay the entry fee either by upfront payment or deferred payment subject to the Manager’s acceptance. For deferred payment, the entry fee will be debited from the investors’ within 6 months in the form of Units. Debiting will be done on every 15th of the next calendar quarter (i.e. 15/3, 15/6 15/9, 15/12) until the said entry fee is fully deducted. In the event that the investment is liquidated before the entry fee is fully deducted, the balance of chargeable entry fee will be debited upon exit/liquidation. 49 Calculation of Liquidation Value The liquidation value is calculated by multiplying the number of Units to be liquidated and NAV per Unit at the next valuation point after the the liquidation Calculation of liquidation paid to Assuming youManager request receives to liquidate 20,000.00 request.Illustration Units of the Fund on4: 1 March 2015, and the NAV perproceeds Unit for the Business investor Day is RM0.5193, therefore; RM 20,000.00 0.5193 10,386.00 Number of Units liquidated Multiply by NAV per Unit Net amount payable to investor For standalone-Areca incomeTRUST Fund, the liquidation value is subject to an exit fee of up to 0.50% of the amount liquidated if the liquidation is made on Units invested for a duration of less than 6 months. Assuming you invested RM20,000.00 for 38,461.54 Units @RM0.5200 per Unit on 1 February 2013, and you made a liquidation request to liquidate 20,000.00 Units on 1 March 2014 (the NAV per Unit for the Business Day is RM0.5193). An exit fee of up to 0.50% of the amount liquidated would be charged as the liquidation request is made less than 6 months from the investment date; Number of Units liquidated 20,000.00 Multiply by NAV per Unit 0.5193 Liquidation value 10,386 Deduct exit fee of 0.50% (RM10,386.00 x 0.50%) + GST* (RM51.93 x 6%) 55.05 Net amount payable to investor 10,330.95 The exit fee of up to 0.50% of the amount liquidated would be waived if Units liquidated (including distributions/unit split) have not made any profit/gains. The weighted average cost of investment for the above liquidation is RM10,400.00 (which is 20,000.00 ÷ 38,461.54 x RM20,000.00), therefore the exit fee would be waived as the liquidation value of RM10,386.00 is less than the original investment amount of RM10,400 (i.e. no gains made); Liquidation value Exit Fee 10,386.00 NIL Net amount payable to investor 10,386.00 * Effective 1 April 2015, GST will be implemented at a standard rate of 6%. The exit fee is subject to GST as a standard rate, as illustrated above. Calculation of Switching Of Units Through VIP Investors investing through VIP may exercise unlimited free switches between the Areca incomeTRUST Fund, Areca equityTRUST Fund and Areca growthTRUST Fund on any Business Day within the calendar year. Example: Switching from Areca incomeTRUST to Areca equityTRUST: Step 1: To determine the “switching value” of Areca incomeTRUST Fund The “switching value” is determined by multiplying the NAV per Unit of Areca incomeTRUST Fund at the end of the Business Day with the number of Units to be switched. Step 2: To determine the number of Units in Areca equityTRUST Fund The number of Units is calculated by dividing the “switching value” with the NAV per Unit of Areca equityTRUST Fund at the end of the Business Day and rounded up to two (2) decimal places. Illustration 5: Calculation of switching of Units Units in Areca incomeTRUST Fund to be switched 100,000.00 Multiply by NAV per Unit of Areca incomeTRUST Fund RM 0.5193 Switching value RM 51,930 Divided by NAV per Unit of Areca equityTRUST Fund RM 0.5179 Number of Units in Areca equityTRUST Fund Therefore: Units before switch 100,270.32 Areca incomeTRUST Fund Areca equityTRUST Fund 100,000.00 0 (100,000.00) 100,270.32 0 100,270.32 Units switch (out)/in Units after switch 50 Distribution Channels The Funds are distributed through the Manager’s head office, branches and authorized distributors. Please refer to the directory on page 84 or call us at 03-7956 3111 for list of contacts. Making An Investment First time investors are required to complete account opening documents. Individual or joint application must be accompanied by either a copy of the applicant’s identity card, passport or other identification. Application by a corporation must be accompanied by a certified true copy of its memorandum and articles of association, certificate of incorporation, form 24, form 44, form 49, board resolution relating to the investment and other related documents required by the Manager. Existing investors who wish to purchase additional Units can complete the investments form. Investors must submit the completed forms with the necessary payment by 3.30p.m on any Business Day. Any forms received after the cut-off time will be processed by the Manager on the next Business Day. The minimum initial investments and the minimum additional investment for Units in any of the Fund are as follows: Minimum Initial Investments Direct Investment through the Manager: RM10,000 Third party distributors including Appointed IUTA : RM1,000 Minimum Additional Investments RM1,000 The Manager, may at its discretion, lower or raise the minimum transactions amounts in respect of the Funds. Payment Methods By a crossed cheque or banker’s cheque made payable to “Areca Capital Sdn Bhd”. Via telegraphic or online transfer. Details of the principal banks are as follows: - Malayan Banking Berhad : 5 12231 327139 - Standard Chartered Bank Malaysia Berhad: 312 157161615 Investors are advised not to make payment in cash to any individual agent when purchasing Units of the Fund Liquidating an Investment Investors must submit the completed liquidation form in the following manner; Funds Areca incomeTRUST Fund Areca equityTRUST Fund Areca growthTRUST Fund Areca enhancedINCOME Fund Areca moneyTRUST Fund Minimum Liquidation RM1,000 or 2,000 Units or such other limit at the Manager’s discretion. However, if the liquidation request leaves an investor with less than 1,000 Units (Minimum Balance), the investor may be required to make an application for the Manager to liquidate all the investor’s holding in the Fund Liquidation Notice Before 3.30p.m. on any Business Day One (1) Business Day, before 3.30p.m, prior to the liquidation (i.e. T-1 day) Any liquidation notice received after the cut-off time will be processed by the Manager on the next Business Day. Payment will be made within 10 days, upon receipt by the Manager of the duly completed original liquidation form. However, it is the Manager’s general liquidation policy to make payments within 3 Business Days (T+3 days) from the transaction day for those Units purchased directly through the Manager. For Areca moneyTRUST Fund, payment will be made on the next Business Day (T+1 day). 51 Switching Between Funds If you invest through VIP, you have unlimited free switches between our selected equity and fixed income funds. You may switch some or all of your Units in one Fund into Units of another unit trust fund under the VIP by completing a switch form. Funds Minimum Units Versatile Investment Portfolio: Areca incomeTRUST Fund RM1,000 or 2,000 Units Areca equityTRUST Fund Areca growthTRUST Fund Standalone: Areca incomeTRUST Fund Areca enhancedINCOME Fund Not available for switching Areca moneyTRUST Fund Investors must submit the completed switch form by 3.30p.m on any Business Day. Any forms received after the cut-off time will be processed by the Manager on the next Business Day. Transfer of Units You may transfer part or all of your Units in the Fund to another investor by completing a transfer form. Transfers from corporate accounts to individual accounts are not permitted. Investors must submit the completed transfer form by 3.30p.m on any Business Day. Any forms received after the cutoff time will be processed by the Manager on the next Business Day. A transfer will be effected subject to the terms and conditions applicable for the respective fund(s). Minimum Units Held Instructions to liquidate, switch or transfer will be carried out only if the minimum balance requirement of 1,000 Units or such other limit at the Manager’s discretion. If the instructions to liquidate, switch or transfer leave an investor with less than the minimum balance remaining in the Funds, the investor may be required to make an application for the Manager to liquidate, switch or transfer all the investor’s holding in the Fund. Cooling-Off Right A cooling-off right is given to an investor who is investing in any unit trust fund managed by the Manager for the first time. The cooling-off period given to the investors is six (6) Business Days commencing from the date of receipt of the investment application by the Manager. The refund for every Unit held following a request by the investor pursuant to the exercise of a cooling-right should be the sum of: The NAV per Unit on the day the Units were purchased; and The entry fee paid by the investors (if any). A cooling-off right is not applicable to corporations or institutions, a staff of the Manager and persons registered with a body approved by the SC to deal in unit trusts. The moneys to be refunded to the investors pursuant to the exercise of a cooling-off right will only be paid after we have received cleared funds for the original investment. Investors must submit the completed cooling-off form by 3.30p.m on any Business Day. Any forms received after the cut-off time will be processed by the Manager on the next Business Day. 52 Income Distribution and Reinvestment Policies Distribution Policy Funds Areca incomeTRUST Fund; Twice a year* Areca moneyTRUST Fund; and Areca enhancedINCOME Fund Areca equityTRUST Fund; and Incidental Areca growthTRUST Fund; * subject to availability of distributable income In the absence of instructions to the contrary from a Unit Holder, the Manager is entitled to reinvest the income distributed from the Fund in additional Units of that Fund at the NAV per Unit at the end of the distribution day with no entry fee. Unclaimed Moneys Policy Any money which remain unclaimed after 12 months from the date of payment or any such other period as is prescribed by the Unclaimed Moneys Act, 1965 shall be dealt with in accordance with the provisions of the Unclaimed Moneys Act, 1965. 53 THE MANAGER: Areca Capital Sdn Bhd Areca Capital Sdn Bhd was incorporated on 13 July 2006 under the Companies Act, 1965. It has an issued and paid-up share capital of RM5,070,000.00 divided into 5,000,000 ordinary shares of RM1.00 each and 7,000,000 redeemable preference shares of RM0.01 each issued at a premium of RM0.99 each. Areca is a licensed Fund Manager approved by the SC in February 2007. We are engaged in the business of managing, administering, marketing and distributing unit trust funds and managing and administering funds under private mandates. We launched our 3 maiden funds in April 2007. As at 15 January 2015, we are managing 8 unit trust funds, namely Areca incomeTRUST, Areca equityTRUST, Areca moneyTRUST, Areca enhancedINCOME, Areca Steady fixedINCOME, Areca Flexi fixedINCOME, Areca AUD Savings Fund and Areca growthTRUST Fund. The total value of funds under management is RM752.55 million. We have a staff force of 32 executives and 4 non-executives. For Financial Year Ended 30 April 2014 RM ‘000 12,000 2013 RM’000 12,000 2012 RM ‘000 12,000 12,352 12,230 12,272 185,697 171,439 303,513 Pre-tax profit (Loss) 824 243 1,002 Profit/(Loss) after tax 563 243 767 Paid-up Share Capital Shareholders’ Funds Turnover (RM’000) Duties and Responsibilities of the Manager The Manager is engaged in the business of managing, administering, marketing and distributing unit trust funds and managing and administering funds under private mandates. Its principal duty is to manage and administer the funds in a proper and efficient manner in accordance with the deeds of the funds, the Guidelines and relevant laws, acceptable and efficacious business practice within the unit trust industry and the internal controls and policies of the Manager. Roles and Primary Function of the Board of Directors and Investment Committee Board of Directors of Areca Capital Sdn Bhd The Board of Directors of the Manager plays an active part in the affairs of the Manager and the funds under their management. The Board meet at least once every quarter to receive recommendations and reports on investment activities from the investment committee of the funds and the senior representatives of the Manager. Investment Committee for the Funds The investment committee is fully responsible for the Funds’ investment policies and guidelines, and shall review and approve the investment strategies undertaken by the investment managers for the Funds. The investment committee meets every month or more frequently if required. The Manager has appointed an Investment Committee, comprising of 2 independent members and 2 non-independent members, for the Funds under its management and administration. Fund Management Function Our fund managers are authorized to manage the Funds in accordance with their respective investment objectives. This is subject to the requirements of this Master Prospectus, the Deeds, the Guidelines, the Act, acceptable and efficacious business practice within the unit trust industry and the policies and internal controls of the Manager. The fund manager will report to the investment committee of the Funds and will implement the investment strategies selected by the Investment Committee. 54 Designated Person Responsible For The Management Of The Funds Mr. Danny Wong Teck Meng is the person responsible for the overall portfolio management of Areca equityTRUST Fund and Areca growthTRUST Fund including broad asset-class allocation and the non-equity portion of the Fund.UOB Asset Management (Malaysia) Berhad is the appointed external fund manager for the equity portfolio of the Areca equityTRUST Fund and Areca growthTRUST Fund. Mr. Danny Wong Teck Meng is also the person responsible for the management of Areca enhancedINCOME Fund. Mr. Edward Iskandar Toh is the designated person responsible for the management of Areca incomeTRUST Fund and Areca moneyTRUST Fund. Material Litigations As at 15 January 2015, there is no current material litigation and arbitration, including those pending or threatened any facts likely to give rise to any proceedings which might materially affect our business and/or financial position or any of our delegates Profile Of Directors And Members Of The Investment Committee Name: Danny Wong Teck Meng Designation: Non-Independent Director, Executive Director/Chief Executive Officer Qualifications: Fellow member of the Association of Chartered Certified Accountants (ACCA)(UK), member of Financial Planning Association of Malaysia, Certified Financial Planner (CFP). Experience: He has more than 24 years of experience in stock broking, asset management and unit trusts. Mr Wong is currently on the board of FIMM. Name: Dato’ Wee Hoe Soon @ Gooi Hoe Soon Designation: Chairman & Independent Director, Chairman & Independent Investment Committee Member. Qualifications: Member of the Malaysian Institute of Certified Public Accountant and Malaysian Institute of Accountants. Experience: He has more than 31 years of experience in the field of accounting, corporate finance and banking. Name: Raja Datuk Zaharaton binti Raja Dato’ Zainal Abidin Designation: Non-Independent Director & Non-Independent Investment Committee Member Qualifications: Masters in Economics (University of Leuven, Belgium), Bachelor of Economics (University of Malaya) Experience: She has served the Government of Malaysia in various capacities for 36 years. Name: Dr. Junid Saham Designation: Independent Director & Independent Investment Committee Member Qualifications: Bachelor and Master Degree in Economics (University of Canterbury, New Zealand), Doctor of Philosophy (Economics) (University of Hull, UK) Experience: He has more than 38 years of experience in audit, banking and finance. Currently, he is a director of Master-Pack Group. 55 Profile of Key Personnel Name: Danny Wong Teck Meng Designation: Chief Executive Officer/Executive Director Qualifications: Profile as set out above Experience: Profile as set out above Name: Edward Iskandar Toh Designation: Chief Investment Officer Qualifications: Bachelor of Business Studies degree (Curtin University, Australia) Experience: He has over 24 years of experience in the fixed income markets. Name: Tracy Khiew Designation: Compliance Officer Qualifications: Bachelor of Arts in Social Science (National University of Malaysia) Experience: She has more than 12 years of experience in the unit trust industry, including 8 years in compliance. 56 External Fund Manager: UOB Asset Management (Malaysia) Berhad Areca Capital has appointed UOB Asset Management (Malaysia) Berhad (“UOBAM (M)”) as the fund manager for the equity portfolio of Areca equityTRUST Fund and Areca growthTRUST Fund. The role and responsibilities of UOBAM (M) includes management of the investment portfolio in accordance with the investment objective and subject to the CMSA and the Guidelines as well as the terms and conditions of the investment management agreement. UOB Asset Management (Malaysia) Berhad (“UOBAM (M)”) is one of the foreign fund management companies in Malaysia, which offers investment management expertise to unit trust funds as well as institutions, corporations and individuals through customized portfolio management services. As at 15 January 2015, UOBAM(M) is substantially owned by f UOB Asset Management Ltd. (“UOBAM”), one of the largest fund managers in Singapore in terms of assets under management. UOBAM (M) which commenced its operations in March 1997 has 18 years experience in the fund management industry. It has the support and resource backing of an experienced team of investment professionals at UOBAM, who have specialized skills in portfolio investments in both the Asian and global markets. The total value of funds under management as at 31 December 2014 is RM4.9 billion. As at 15 January 2015, the company has total staff strength of 35, comprising 9 portfolio managers, analysts and central dealer and 26 personnel in operations, administration, legal & compliance, product development, IT, risk management & internal control and marketing. The designated Investment Manager for the Fund is Ms. Lim Suet Ling. Ms. Lim Suet Ling, is the Chief Executive Officer of UOB Asset Management (Malaysia) Berhad. She graduated with a Bachelor of Business Administration (Hons) from the National University of Singapore and is also a Chartered Financial Analyst. She has more than 23 years’ experience in the industry, and has particular expertise in Malaysian and Asia ex-Japan equities. Her mandates have been wide ranging with varying investment styles and focus. She has held senior positions including the Malaysia Equity Team Head and has been the portfolio manager of several award winning funds in both Malaysia and Singapore. She was promoted to CEO of UOBAM (M) in 2005 to oversee the growth of the firm. Prior to her appointment, she was an Associate Director of UOB Asset Management Ltd. Suet Ling holds the Fund Manager’s Representative license from the Securities Commission Malaysia. 57 Maybank Trustees Berhad Maybank Trustees Berhad (“MTB”) is the Trustee for Areca incomeTRUST Fund, Areca equityTRUST Fund and Areca enhancedINCOME Fund, with its registered office at 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur. MTB was incorporated on 12 April 1963 and registered as a Trust Company under the Trust Companies Act 1949 on 11 November 1963. It was one of the first local trust companies to provide trustee services with the objective of meeting the financial needs of both individual and corporate clients. Summary of MTB’s Financial Position The following is a summary of the past performance of MTB based on audited financial statements for the past 3 financial years: Year Ended 31 December 2013 31 December 2012 31 December 2011* RM RM RM 500,000 500,000 500,000 Shareholders’ funds 21,002,473 12,107,452 8,678,875 Turnover 21,316,197 14,047,931 6,506,087 Profit Before Taxation 11,826,263 4,571,241 3,242,278 8,895,021 3,428,577 2,439,413 Paid-up capital Profit After Taxation * Change of financial year to 31 December by Maybank Group with effect from 1st July 2011 Experience in Trustee Business As at 15 January 2015, Maybank Trustees Berhad has under its trusteeship a total of fifty nine (59) unit trust funds, four (4) wholesale funds, one (1) private retirement scheme (consisting of three (4) funds) and four (4) real estate investment trust/property trust fund. Board of Directors Name Directorship En Zainal Abidin Jamal Non-Independent Non-Executive Director & Chairman Dato’ Mohd. Hanif bin Suadi Non-Independent Non-Executive Director Dato’ Dr Tan Tat Wai Independent Non-Executive Director Ms Ong Sau Yin Independent Non-Executive Director Key Personnel As at 15 January 2015, the Trustee has a total of thirty four (34) staff, comprising twenty seven (27) executives and seven (7) non-executives. Trustee’s Statement of Responsibility MTB has given their willingness to assume the positions and all the obligations that come along with them under the respective Deeds of the Funds and all relevant written laws. MTB is entitled to be indemnified out of the assets of the Funds for any liability incurred by MTB in performing or exercising any of its powers or duties in relation to the Fund. This indemnity is in addition to any indemnity allowed by law. However, it does not extend to liabilities arising from a breach of trust or failure to show the due care and diligence required of MTB having regard to its powers, authorities and discretions under the Deed. Duties and Responsibilities of the Trustee MTB’s role is mainly to act as custodian of the Fund and to exercise all due diligence and vigilance in carrying out its functions and duties and to safeguard the rights and interests of the Unit Holders. Apart from being the legal owner of 58 the Fund’s assets, MTB is responsible for ensuring that the Manager performs its obligations in accordance with the provisions of the Deed and the relevant laws. Delegates of the Trustee MTB has delegated its custodian function to Malayan Banking Berhad. The custodian function is run under Maybank Custody Services (“MCS”), a unit within Malayan Banking Berhad. MCS commenced operations in 1983 and has been appointed as custodian of unit trust funds since 1989. It provides clearing and custody services for Malaysian equity and fixed income securities to domestic and foreign institutional clients. In addition, it offers global custody services to domestic institutions/clients that have foreign investments. The custodian acts only in accordance with instructions from the Trustee. Material Litigation and Arbitration As at 6 January 2015, save for the suits mentioned herein below, the Trustee is not engaged in any material litigation as plaintiff or defendant and the Trustee is not aware of any proceedings, pending or threatened or of any facts likely to give rise to any proceedings which might materially and adversely affect its financial position or business. 1. The bondholders of the Al-Bai Bithaman Ajil (“ABBA”) bonds (“bondholders”) issued by Pesaka Astana (M) Sdn Bhd (“PASB”) have sued PASB for its failure to meet its bonds payment obligations under Kuala Lumpur High Court Civil Suit No. D5(D6)-22-1810-2005 (the “ABBA Suit”) and cited the Trustee as one of 12 co-defendants in the ABBA Suit. The claim in the ABBA Suit is for RM149,315,000.00 or any other sum that the Court deems fit. The other defendants in the ABBA Suit include among others the Arranger, PASB’s Chief Executive Officer, one of PASB’s directors and associate companies of the Chief Executive Officer and the said director. The Trustee has defended the ABBA Suit and its trial has concluded. The Trustee had appealed against the decision made by the High Court on 30 June 2010 in respect of the ABBA Suit in awarding judgement against it. The appeals proceeded on 22, 23, 26, 27, 28, 29 and 30 September 2011 and 3 October 2011. The Court of Appeal had on 8 November 2011 awarded the Trustee and the Arranger a limited indemnity against PASB, PASB’s Chief Executive Officer, one of PASB’s directors and associate companies of the Chief Executive Officer and the said director (collectively “PASB And Their Associated Defendants”) but found the Trustee and the Arranger equally liable to the bondholders. The Federal Court had on 5 April 2012 granted the Trustee leave to appeal to the Federal Court against certain parts of the decision of the Court of Appeal (“Federal Court Appeal”). The Federal Court Appeal was heard on 6, 7, 8, 20, 21 and 23 November 2012 and on 2, 3 and 4 January 2013. The hearing dates of 17 to 19 October 2012 and 19 November 2012 were vacated. The Federal Court had on 10 February 2014 delivered its decision (“Decision”) wherein it had, among others, allowed the Trustee a full indemnity against PASB And Their Associated Defendants and reduced the judgement sum against the Trustee to approximately RM107 million without apportionment of liability against the Arranger. PASB’s Chief Executive Officer and associate companies of the Chief Executive Officer (collectively the “Pesaka Defendants”) had filed an application for the Federal Court to grant leave to review its Decision against them (“Review Application 1”). On 29 September 2014, the Federal Court allowed the Pesaka Defendants’ application to withdraw Review Application 1. Most of the bondholders had filed an application for the Federal Court to grant leave to review its Decision in finding the Arranger not liable (“Review Application 2”). On 29 September 2014, the Federal Court dismissed Review Application 2. 2. Connected to the ABBA Suit, Amanah Short Deposits Berhad [now MIDF Amanah Investment Bank Berhad (“MIDF”)], a Noteholder of the Combined Commercial Papers and/or Medium Term Notes/Letters of Credit/Financial Guarantee Facilities (“CP/MTN”) totalling RM13 million and issued by PASB, has also sued PASB for full payment under the CP/MTN arising from a cross-default by PASB under its ABBA bonds under Kuala Lumpur High Court Civil Suit No. D222-1085-2006 (the “CP/MTN Suit”). The Trustee was cited as one of 5 co-defendants in the CP/MTN Suit. The claim in 59 the CP/MTN Suit is for RM13 million or any other sum that the Court deems fit and damages. The other defendants in the CP/MTN Suit are the Arranger, PASB’s Chief Executive Officer and one of PASB’s directors. The Trustee is defending the CP/MTN Suit. MIDF withdrew its claim against the Arranger on 12 November 2014. Trial dates will be fixed by the High Court with the determination of Review Application 2. The Trustee has obtained leave of the court to proceed with the actions against PASB given that further to an unrelated suit a provisional liquidator had been appointed against PASB. The Trustee has also obtained leave of the court to proceed with the actions against PASB following the court's order to wind-up PASB further to the unrelated suit. In any event, any successful claim that may be established against the Trustee will be covered by the Trustee’s insurer and/or Malayan Banking Berhad as the ultimate holding company of the Trustee. As such, the ABBA Suit and the CP/MTN Suit will not materially affect the business or financial position of the Trustee. 3. Several holders of the bonds (“bondholders”) issued by Aldwich Berhad [In Receivership] (“Aldwich”) have sued Aldwich for its failure to settle its indebtedness to the bondholders following the default of the said bonds in 2010 and cited the Trustee as one of 6 co-defendants under Kuala Lumpur High Court Suit No. D-22NCC-1622-11/2012 (the “Aldwich Bondholders’ Suit”). The claim against the Trustee is for the sum of RM177,248,747.31 or any other sum that the Court deems fit. The other defendants are the holding company of Aldwich, the Chief Executive Officer of the holding company of Aldwich, the Security Agent and the Reporting Accountant. The Trustee does not admit liability to the Aldwich Bondholders’ Suit and shall defend it. Trial has commenced and is ongoing. The Aldwich Bondholders’ Suit will not materially affect the business or financial position of the Trustee." Key Personnel of The Trustee Name: Mr Chong Kin Tuck Position: Chief Executive Officer Qualification/ Mr Chong Kin Tuck joined MTB in September 2014. Kin Tuck has more than 20 years of Experience: work experience in the banking industry, covering Securities Services and Lending. This includes a banking career in Citibank for 20 years; covering Loans operations, Mortgage business, Share Financing & Investment operations, Securities & Fund Services operations, Securities Services product development and most recently as Head of Direct Custody & Clearing at J.P Morgan Chase Bank Berhad. Name: Mr Samuel Hwa Position: Head, Business Development & Strategies Qualification/ Samuel Hwa joined Maybank Trustees Berhad in August 2013. He holds a Bachelor of Law Experience: degree from the University of London and a Bachelor of Science in Business from Pennsylvania State University double majoring in Finance and Marketing/Management. He started his career in America as a business analyst and later joined an insurance company in Malaysia. Prior to joining Maybank, he was with CIMB Investment Bank Berhad. Samuel has worked in the Securities Services industry for over 5 years. Name: Mr C. Dinesh Position: Head, Legal Qualification/ Mr. Dinesh joined MTB as Head, Legal in 2008. He graduated from University of Malaya Experience: with an LLB (Honours) Degree in 1994 and was called to the Malaysian Bar in 1995. Prior to joining MTB, he was as an advocate and solicitor handling commercial banking and corporate matters. 60 RHB TRUSTEES BERHAD RHB Trustees Berhad was incorporated in Malaysia under the Companies Act, 1965 on 6 March 2002. It is registered as a trust company under the Trust Companies Act, 1949 and is also registered with the SC to conduct unit trust business. The principal activity of RHB Trustees Berhad is providing retail and corporate trustee services. RHB Trustees Berhad has been in the trustee business since 2002. The present authorised share capital of RHB Trustees Berhad is RM25,000,000 comprising 2,500,000 ordinary shares of RM10.00 each, of which 1,200,000 are currently issued and credited as partially paid-up of RM5.00 each in RHB Trustees Berhad. The shareholders are as follows: Shareholders Percentage (%) RHB Capital Bhd 20 RHB Investment Bank Berhad 20 RHB Nominees (Tempatan) Sdn Berhad 20 RHB Nominees (Asing) Sdn Berhad 20 OSK Futures & Options Sdn Berhad 20 RHB Trustees Berhad undertakes all types of trustee business allowed under the Trust Companies Act, 1949, ranging from corporate trustee services to retail services. RHB Trustees Berhad offers corporate trustee services such as trustee for real estate investment trusts (REITs), unit trust funds, private retirement schemes and custodian services. Its retail services include estate planning services (will writing, custodian and executor/trustee services) and private trustee services (private purpose trust, investment trust, charitable trust, insurance trust, business succession trust, estate administration trust, custodian and stakeholder services). As of 15 January 2015, RHB Trustees Berhad is the trustee for nine (9) unit trust funds, twenty (20) wholesale funds and three (3) REITs. As of 15 January 2015, RHB Trustees Berhad’s staff strength comprises 35 executives and 2 nonexecutive staff. The Board of Directors The following table sets out information regarding the Board of Directors of RHB Trustees Berhad:Name Directorship Foo San Kan Independent Non-Executive Director Dato’ Nik Mohamed Din bin Datuk Nik Yusoff Non-Independent Non-Executive Director (Chairman) Datuk Haji Faisal @Ibrahim bin Siraj Independent Non-Executive Director Ong Seng Pheow Independent Non-Executive Director Tony Chieng Siong Ung Executive Director Financial Position of the Trustee The following is a summary of the past performance of RHB Trustees Berhad based on audited accounts for the last 3 years: Financial Year Ended 31 December 2011 2012 2013 (RM) (RM) (RM) Paid-up capital 6,000,000 6,000,000 6,000,000 Shareholders’ funds 5,657,431 7,075,336 7,578,080 Turnover 6,625,528 7,566,249 7,629,601 Profit before taxation 475,479 1,924,026 710,680 Profit after taxation 390,580 1,417,905 502,744 61 Trustee’s Statement of Responsibility RHB Trustees Berhad has given its willingness to assume the position as the Trustee of the Fund and all the obligations in accordance with the Deed, the Guidelines, securities laws and other relevant law, and also its willingness to provide indemnity to the Manager for the benefit of the Unit Holders of the Fund for any loss incurred as a result of any nonperformance of RHB Trustees Berhad. Duties and Responsibilities of the Trustee RHB Trustees Berhad’s functions, duties and responsibilities are set out in the Deed. The general function, duties and responsibilities of RHB Trustees Berhad include, but are not limited to, the following: (a) Acting as trustee and safeguarding the rights and interests of the Unit Holders; (b) Holding the assets of the Fund for the benefit of the Unit Holders; and (c) Exercising all the powers of a trustee and the powers that are incidental to the ownership of the assets of the Fund. RHB Trustees Berhad has covenanted in the Deed that it will exercise all due diligence and vigilance in carrying out its functions and duties, and in safeguarding the rights and interests of the Unit Holders. The Trustee’s Delegate RHB Trustees Berhad has appointed United Overseas Bank (Malaysia) Berhad as the custodian of the quoted and unquoted, local and foreign investments of the Fund. The custodian has been providing custody services to domestic and foreign, retail and institutional investors since 1984. The custody services provided by the custodian include clearing and settlement, safekeeping, corporate events monitoring and processing, income collection, reporting on securities and cash transactions and positions. All investments are registered in the name of the custodian or its nominee for the account of the Fund. The custodian acts only in accordance with instructions from its principal, RHB Trustees Berhad. Litigation and arbitration As at 15 January 2015, RHB Trustees Berhad is not engaged in any material litigation and arbitration, including those pending or threatened, and is not aware of any fact likely to give rise to any proceedings which might materially affect the business or financial position of RHB Trustees Berhad or any of its delegates. Trustee’s Declaration RHB Trustees Berhad is independent of the Manager. RHB Trustees Berhad will carry out transactions on an arm’s length basis and on terms which are best available to the Fund, as well as act at all times in the best interest of the Unit Holders. RHB Trustees Berhad also has adequate procedures and processes in place to prevent or control conflicts of interest. RHB Trustees Berhad’s Board of Directors declare that the requirements of the guidelines on allowing a person to be appointed or to act as trustee under subsection 290(1) of the Capital Markets and Services Act 2007 have been complied with at the point of application. Anti-Money Laundering Provisions RHB Trustees Berhad adopts the Anti-Money Laundering and Counter Financing of Terrorism (“AML/CFT”) Program for Investment Banking Business (“the Program”) in dealing with the principles to combat money laundering and terrorism financing. The Program inter alia provides guidance to all employees of RHB Investment Banking Group (“RHB IB Group”) on the requirement of Know Your Client (“KYC”) / clients’ due diligence (“CDD”), whereby they are required to obtain satisfactory evidence to establish the identity and legal existence of any person applying to do business with any companies of RHB IB Group. The employees should not compromise any attempt to circumvent the CDD requirement. The policies and procedures in the Program serve to prevent RHB Trustees Berhad from being used as a conduit for money laundering and terrorism financing activities. This is through the prevention and detection of AML/CFT suspicious transaction and fraud, and reporting of such activities to the relevant regulatory bodies. 62 Key Personnel of The Trustee Name: Tony Chieng Siong Ung Position: Executive Director Qualification/ Mr Tony holds a Master of Business Administration specializing in finance from University of Southern Queensland and professional certification from The Institute of Chartered Secretaries & Administrators (ICSA). Experience: Prior to joining RHB Trustees Berhad, he is the Head of Operations with one of Malaysia’s leading financial institutions managing a team of 45 staff that covers Trustee, Custodian and Fund Accounting services with over 60 unit trust funds (UTF), 85 private debt securities (PDS) & real estate investment trusts (REITs) and over 3500 accounts under custodianship with Asset under Custody (AUC) worth of more than 70 Billion Ringgit Malaysia. He has more than 17 years’ experience in financial services industry encompassing hands on experience in day to day operations of trusteeship such as UTF, PDS, REITs, Estate Administrations, Will & Wasiat; custodian roles such as trade settlement and corporate action, fund accounting, asset management, stock broking and insurance. He is responsible for overall business direction and management of RHB Trustees Berhad, including but not limited to business development and day-to-day operations for UTF, REITS and PDS. Name: Ngu Kee Keong Position: Head of Business Development Qualification/ Mr. Ngu holds a Bachelor of Science (Computer Science) Degree from Campbell University, North Carolina, USA. He is a Chartered Financial Practitioner and Chartered Life Planner from Financial and Life Practitioners Council, NAMLIFA, and a Registered Financial Planner from Malaysia Financial Planning Council (MFPC). He is also a qualified Trainer for Malaysian Insurance Institute (MII) and MFPC. He also holds Professional Qualifications such as Fellow of Life Underwriters Training Council (MII-LUTCF& LUTCF-USA), Fellow of Life Management Institute (FLMI), Associate of Customer Service (ACS), Associate Of Agency Administration (AIAA)(LOMA-USA), Associate Of Insurance Regulatory Compliance (AIRC), Associate of Reinsurance Administration (ARA), Certificate In Underwriting, Professional Customer Service(PCS) and Associate Of Annuity Product Administration (AAPA) where he emerged as Top Scorer for Asia Pacific. Experience: He has more than 20 years of experience in various areas such as sales and marketing, agency management, product development, sales force development, financial planning, sales motivation and design and conduct training for sales personnel. He has also been invited as a speaker for many talks and seminars on Financial Planning and Estate Planning. He oversees the business development and training portfolios of RHB Trustees Berhad. Name: Cheah Kuan Yoon Position: Head of Operations Qualification/ Mr Cheah holds a Bachelor of Arts majoring in Accountancy and Finance from University of Abertay Dundee, Scotland. Experience: Prior joining RHB Trustees Berhad, he was a functional consultant with OpenLink International Sdn Bhd. He was a manager in Operation Department, KAF Trustee Berhad for 4 years, where he specialised in fund accounting, administration and settlement operations of high net worth clients’ (institutional and individual) transactional records. He also involved in bond trustee activities including oversee and monitoring funds on designated accounts operations. Mr Cheah started his career as an Executive in CIMB Investment Bank Berhad for 3 years. He was in Financial Accounting Unit where he had extensive experience in firming the foundation of fund management for fixed income services and implementation projects in system user testing. He currently oversees and manages all administration and operation functions of RHB Trustees. Berhad. 63 Name: Zulkifli Hassan Position: Senior Manager, Unit Trust/Client On-Boarding Qualification/ Bachelor’s Degree in Economics majoring in Business Administration from the University of Malaya. Experience: He has more than 20 years of experience in the financial services industry including asset management, stock broking and retail banking services. Prior to joining RHB Trustees Berhad, he was an Assistant Manager with MIDF Amanah Asset Management Berhad and his main responsibility was then to oversee the company’s day-to-day operations. His current scope of work includes but is not limited to supervising all aspects of operations, administration and compliance of the Unit Trust’s Trustee services. Additionally, due to his experience with trustee operational matters, Mr. Zulkifli has also recently been placed in charge of all client on-boarding cases for the company. Name: Sazali Alias Position: Head of Internal Process and Management Qualification/ Mr. Sazali holds a Bachelor of Arts in Business Administration (Marketing) from Benedictine Experience: College, Kansas, USA and a Diploma in Business Studies from University MARA Institute of Technology (UiTM). He has 10 years in financial services industries encompassing hands on experience in day to day operations of nominees, trusteeship services such as unit trust funds, clubs, real estate investment trust and private debt securities. Prior to joining RHB Trustees Berhad, he was a Compliance Manager with AmTrustee Berhad (AmTB) and his main responsibility was then to set up and oversee the Compliance Unit (CU) so as to ensure that the company’s day to day operations and compliance monitoring (internal processes) are in order and in line with the company’s Standard Operational Procedures, Trust Deed, any other related guidelines, and rules & regulations. And prior to AmTB, he was an Assistant Vice President in ABB Trustee Berhad (ABBT) and last headed ABBT’s Finance & Operations Units. His scope of work at RHB Trustees includes ensuring that the Company’s day to day operations and business are in compliance with the relevant laws and guidelines and that the necessary reporting to the relevant authorities and enquiries are attended to. 64 DEUTSCHE TRUSTEES MALAYSIA BERHAD Deutsche Trustees Malaysia Berhad (“DTMB”) (Company No. 763590-H) was incorporated in Malaysia on 22 February 2007 and commenced business in May 2007. The Company is registered as a trust company under the Trust Companies Act 1949, with its business address at Level 20, Menara IMC, 8 Jalan Sultan Ismail, 50250 Kuala Lumpur. DTMB is a member of Deutsche Bank Group (“Deutsche Bank”), a global investment bank with a substantial private client franchise. With more than 100,000 employees in more than 70 countries, Deutsche Bank offers financial services throughout the world. DTMB’s financial position 31 Dec 2013 31 Dec 2012 31 Dec 2011 (RM) (RM) (RM) Paid-up share capital 3,050,000 3,050,000 3,050,000 Shareholders’ funds 5,275,318 4,654,993 4,038,569 Revenue 8,292,251 5,725,581 4,162,341 Profit/(loss) before tax 4,156,392 3,066,962 2,282,980 Profit/(loss) after tax 2,908,737 2,288,412 1,671,988 Experience in trustee business DTMB is part of Deutsche Bank’s Trust & Securities Services, which provides trust, agency, depository, custody and related services on a range of securities and financial structures. As at 15 January 2015, DTMB is the trustee for 189 collective investment schemes including unit trust funds, wholesale funds, exchange-traded funds and private retirement schemes. DTMB’s trustee services are supported by Deutsche Bank (Malaysia) Berhad (“DBMB”), a subsidiary of Deutsche Bank Group, financially and for various functions, including but not limited to financial control and internal audit. Board of Directors Jacqueline William Janet Choi Jalalullail Othman* Lew Lup Seong* * independent director Chief Executive Officer Chua Mee Ling Duties and responsibilities of the Trustee DTMB’s main functions are to act as trustee and custodian of the assets of the Fund and to safeguard the interests of Unit holders of the Fund. In performing these functions, the Trustee has to exercise due care and vigilance and is required to act in accordance with the relevant provisions of the Deed, the Capital Markets & Services Act 2007 and all relevant laws. Trustee’s statement of responsibility The Trustee has given its willingness to assume the position as trustee of the Fund and is willing to assume all its obligations in accordance with the Deed, the Capital Markets & Services Act 2007 and all relevant laws. In respect of monies paid by an investor for the application of units, the Trustee’s responsibility arises when the monies are received in the relevant account of the Trustee for the Fund and in respect of repurchase, the Trustee’s responsibility is discharged once it has paid the repurchase amount to the Manager. 65 Material Litigation and Arbitration As at 15 January 2015, neither the Trustee nor its delegate is (a) engaged in any material litigation and arbitration, including those pending or threatened, nor (b) aware of any facts likely to give rise to any proceedings which might materially affect the business/financial position of the Trustee and any of its delegate. Trustee’s delegate The Trustee has appointed DBMB as the custodian of the assets of the Fund. DBMB is a wholly-owned subsidiary of Deutsche Bank AG. DBMB offers its clients access to a growing domestic custody network that covers over 30 markets globally and a unique combination of local expertise backed by the resources of a global bank. In its capacity as the appointed custodian, DBMB’s roles encompass safekeeping of assets of the Fund; trade settlement management; corporate actions notification and processing; securities holding and cash flow reporting; and income collection and processing. All investments of the Fund are registered in the name of the trustee for the Fund, or where the custodian function is delegated, in the name of the custodian to the order of the trustee of the Fund. DBMB shall act only in accordance with instructions from the Trustee. 66 SALIENT TERMS OF THE DEEDS Unit Holders’ Rights & Liabilities PLEASE BE ADVISED THAT IF AN INVESTOR INVESTS IN UNITS THROUGH AN IUTA WHICH ADOPTS THE NOMINEE SYSTEM OF OWNERSHIP, THE INVESTOR WOULD NOT BE CONSIDERED TO BE A UNIT HOLDER UNDER THE DEED AS THE INVESTOR’S NAME WILL NOT APPEAR IN THE REGISTER OF UNIT HOLDERS. THE INVESTOR MAY CONSEQUENTLY NOT HAVE ALL THE RIGHTS ORDINARILY EXERCISABLE BY A UNIT HOLDER (FOR EXAMPLE, THE RIGHT TO CALL FOR A UNIT HOLDERS’ MEETING AND TO VOTE THEREAT). Rights As a Unit Holder of the Fund, and subject to the provision of the Deed, you have the right: To receive the distribution of the Fund, participate in any increase in the value of the Units and to enjoy such other rights and privileges as set out in the Fund’s Deed; To call for Unit Holders’ meeting; To vote for the removal of the Trustee or the Manager through a special resolution; To exercise the cooling-off right (if applicable); and To receive annual reports, interim reports or any other reports of the Fund. However, you would not be entitled to request for the transfer to you of any assets of the Fund or be entitled to interfere with or question the exercise by the Trustee or the Manager on its behalf, of the rights of the Trustee as registered owner of such assets. Liabilities As a Unit Holder of the Fund, and subject to the provision of the Deed, your liabilities would be limited to the following: You will not be liable for any amount in excess of the purchase price paid for your Units or for any charges payable in relation to those Units; and You will not be obligated to indemnify the Trustee and/or the Manager in the event that the liabilities incurred by the Trustee and/or the Manager on behalf of the Fund exceed the value of the assets of the Fund. Unit Holders’ Meeting Unit Holders’ meeting requested by Unit Holders Unless otherwise required or allowed by the relevant laws, the Manager shall, within twenty-one (21) days of receiving an application from not less than fifty (50) or one-tenth (1/10) of all the Unit Holders, whichever is less, summon a meeting of the Unit Holders by: (a) sending by post at least seven (7) days before the date of the proposed meeting a notice of the proposed meeting to all the Unit Holders; and (b) publishing at least fourteen (14) days before the date of the proposed meeting an advertisement giving notice of the proposed meeting in a national language newspaper published daily and another newspaper approved by the relevant authorities. The Unit Holders may direct the Manager to summon a meeting for any purpose including, without limitation, for the purpose of: (a) requiring the retirement or removal of the Manager; (b) requiring the retirement or removal of the Trustee; (c) considering the most recent financial statements of the Fund; (d) giving to the Trustee such directions as the meeting thinks proper; or (e) considering any matter in relation to the Deed. provided always that the Manager shall not be obliged to summon such a meeting unless direction has been received from not less than fifty (50) or one-tenth (1/10) of all the Unit Holders. 67 Unit Holders meeting summoned by the Manager The Manager may for any purpose whatsoever summon a meeting of the Unit Holders by sending by post at least fourteen (14) days before the date of the proposed meeting, or such other time as may prescribed by the relevant laws, a notice of the proposed meeting to all the Unit Holders. Unit Holders meeting summoned by the Trustee Unless otherwise required or allowed by the relevant laws, a meeting of the Unit Holders summoned by the Trustee where: (a) the Manager is in liquidation, (b) in the opinion of the Trustee, the Manager has ceased to carry on business, or (c) in the opinion of the Trustee, the Manager has, to the prejudice of Unit Holders, failed to comply with the Deed or contravened any of the provisions of the CMSA, shall be summoned by: (a) sending by post at least twenty-one (21) days before the date of the proposed meeting a notice of the proposed meeting to each of the Unit Holders at the Unit Holder’s last known address or, in the case of Jointholders, to the Jointholder whose name stands first in the records of the Manager at the Jointholder’s last known address; and (b) publishing at least twenty-one (21) days before the date of the proposed meeting an advertisement giving notice of the meeting in a national language newspaper published daily and another newspaper approved by the relevant authorities. Unless otherwise required or allowed by the relevant laws, the Trustee may also summon a Unit Holders' meeting by giving at least fourteen (14) days written notice of the meeting to Unit Holder specifying in the notice the place and time of the meeting and the terms of the resolutions to be proposed at the meeting, for any purpose including, without limitation, for the purpose of: (a) requiring the retirement or removal of the Manager; (b) giving instructions to the Trustee or the Manager if the Trustee considers that the investment management policies of the Manager are not in the interests of Unit Holders; (c) securing the agreement of the Unit Holders to release the Trustee from any liability; (d) deciding on the next course of action after the Trustee has suspended the sale and repurchase of Units; and (e) deciding on the reasonableness of the annual management fee charged to the Fund. The Maximum Fees and Charges permitted by the Deed The maximum rates of entry fee and exit fee for the Funds as stipulated in the Deed are: Sales Charge (Entry Fee) The maximum rates of entry fees are 10% of the purchase proceeds/net investment amount. Repurchase Charge (Exit Fee) The maximum rates of exit fees are 5% of the repurchase proceeds/net liquidated amount. The maximum rates of management fee and trustee fee for the Funds as stipulated in the Deed are: Management fee The maximum rates of the annual management fees are 2.50% per annum of the NAV of the Funds before the deduction of the management fee and trustee fee for the relevant day. Trustee fee - Areca incomeTRUST Fund, Areca equityTRUST Fund and Areca enhancedINCOME Fund The maximum rates of the annual trustees fee for the Funds are 0.50% per annum of the NAV of the Funds before the deduction of the management fee and trustee fee for the relevant day(excluding foreign custodian fees and charges). 68 - Areca growthTRUST Fund The maximum rate of the annual trustee fee for the Fund is 0.50% per annum of the NAV of the Fund before the deduction of the management fee and trustee fee for the relevant day, subject to a minimum of RM18,000 per annum (excluding foreign custodian fees and charges). - Areca moneyTRUST Fund The maximum rate of the annual trustee fee for is 0.25% per annum of the NAV of the Fund before the deduction of the management fee and trustee fee for the relevant day. Procedure on Increase in Fees and Charges from the level disclosed in the Master Prospectus Sales Charge (Entry Fee) A higher sales charge than that disclosed in the Master Prospectus may only be imposed if: (a) the Manager has notified the Trustee in writing of and the effective date for the higher charge; (b) a supplemental prospectus in respect of the Fund setting out the higher charge is issued; and (c) such time as may be prescribed by any relevant law has elapsed since the effective date of the supplemental prospectus. Repurchase Charge (Exit Fee) A higher repurchase charge than that disclosed in the Master Prospectus may only be imposed if: (a) the Manager has notified the Trustee in writing of and the effective date for the higher charge; (b) a supplemental prospectus in respect of the Fund setting out the higher charge is issued; and (c) such time as may be prescribed by any relevant law has elapsed since the effective date of the supplemental prospectus. Annual management fee The Manager may not charge an annual management fee at a rate higher than that disclosed in the Master Prospectus unless: (a) the Manager has come to an agreement with the Trustee on the higher rate; (b) the Manager has notified the Unit Holders of the higher rate and the date on which such higher rate is to become effective, such effective date being at least 90 days after the date of the notice; (c) a supplemental prospectus stating the higher rate is issued thereafter; and (d) such time as may be prescribed by any relevant law shall have elapsed since the supplemental prospectus is issued. Annual trustee fee The Trustee may not charge an annual trustee fee at a rate higher than that disclosed in the Master Prospectus unless: (a) the Manager has come to an agreement with the Trustee on the higher rate; (b) the Manager has notified the Unit Holders of the higher rate and the date on which such higher rate is to become effective, such effective date being at least 90 days after the date of the notice; (c) a supplemental prospectus stating the higher rate is issued thereafter; and (d) such time as may be prescribed by any relevant law shall have elapsed since the supplemental prospectus is issued. 69 Procedure to Increase the Maximum Rate of Fees and Charges provided in the Deed The maximum sales charge, repurchase charge, annual management fee or annual trustee fee set out in the Deed can only be increased if a Unit Holders' meeting has been held in accordance with the Deed. Thereafter, a supplemental deed proposing a modification to the Deed to increase the aforesaid maximum fees and charges is required to be submitted for registration with the SC accompanied by a resolution of not less than two-thirds (2/3) of all Unit Holders present and voting at the Unit Holders' meeting sanctioning the proposed modification to the Deed. Permitted Expenses Payable out of the Fund’s Property Only the expenses (or part thereof) which are directly related and necessary in operating and administering the Fund may be charged to the Fund. These would include (but are not limited to) the following: (a) commissions/fees paid to brokers in effecting dealings in the investments of the Fund, shown on the contract notes or confirmation notes; (b) taxes and other duties charged on the Fund by the government and/or other authorities; (c) costs, fees and expenses properly incurred by the auditor; (d) costs, fees and expenses incurred for the valuation of any investment of the Fund by independent valuers for the benefit of the Fund; (e) costs, fees and expenses incurred for any modification of the Deed save where such modification is for the benefit of the Manager and/or the Trustee; (f) costs, fees and expenses incurred for any meeting of the Unit Holders save where such meeting is convened for the benefit of the Manager and/or the Trustee; (g) costs, commissions, fees and expenses of the sale, purchase, insurance and any other dealing of any asset of the Fund; (h) costs, fees and expenses incurred in engaging any specialist approved by the Trustee for investigating or evaluating any proposed investment of the Fund; (i) costs, fees and expenses incurred in engaging any valuer, adviser or contractor for the benefit of the Fund; (j) costs, fees and expenses incurred in the preparation and audit of the taxation, returns and accounts of the Fund; (k) costs, fees and expenses incurred in the termination of the Fund or the removal of the Trustee or the Manager and the appointment of a new trustee or manager; (l) costs, fees and expenses incurred in relation to any arbitration or other proceedings concerning the Fund or any asset of the Fund, including proceedings against the Trustee or the Manager by the other for the benefit of the Fund (save to the extent that legal costs incurred for the defence of either of them are not ordered by the court to be reimbursed by the Fund); (m) remuneration and out of pocket expenses of the independent members of the investment committee of the Fund, unless the Manager decides otherwise; (n) costs, fees and expenses deemed by the Manager to have been incurred in connection with any change or the need to comply with any change or introduction of any law, regulation or requirement (whether or not having the force of law) of any governmental or regulatory authority; and (o) (where the custodial function is delegated by the Trustee) charges and fees paid to sub-custodians. Retirement, Removal Or Replacement Of The Manager The Manager may retire upon giving 3 months’ notice in writing to the Trustee of its desire to do so, or such shorter period as the Manager and the Trustee may mutually agree upon, and may by Deed appoint in its stead and assign and transfer to the new manager all its rights and duties as manager of the Fund. Subject to the provisions of any relevant law, the Trustee shall take all reasonable steps to remove the Manager: (a) if the Manager has failed or neglected to carry out its duties to the satisfaction of the Trustee and the Trustee considers that it would be in the interests of Unit Holders for it to do so after the Trustee has given notice to it of that opinion and the reasons for that opinion, and has considered any representations made by the Manager in 70 respect of that opinion, and after consultation with the relevant authorities and with the approval of the Unit Holders by way of a special resolution; (b) unless expressly directed otherwise by the relevant authorities, if the Manager is in breach of any of its obligations or duties under the Deed or the relevant laws, or has ceased to be eligible to be a manager under the relevant laws; or (c) the Manager has gone into liquidation, except for the purpose of amalgamation or reconstruction or some similar purpose, or has had a receiver appointed or has ceased to carry on business; The Manager shall upon receipt of a written notice from the Trustee cease to be the manager of the Fund by the mere fact of the Manager’s receipt of the notice. The Trustee shall, at the same time, by writing appoint some other corporation already approved by the relevant authorities to be the manager of the Fund; such corporation shall have entered into such deed or deeds as the Trustee may consider to be necessary or desirable to secure the due performance of its duties as manager for the Fund. Retirement, Removal Or Replacement Of The Trustee The Trustee may retire upon giving 3 months’ notice in writing to the Manager of its desire to do so, or such shorter period as the Manager and the Trustee may agree upon; the Manager shall appoint in writing a trustee approved by the relevant authorities to be the new trustee of the Fund. The Trustee may be removed and another trustee may be appointed by special resolution of the Unit Holders at a duly convened meeting of which notice has been given to the Unit Holders in accordance with the Deed. The Manager shall take all reasonable steps to replace a trustee as soon as practicable after becoming aware that: The Trustee has ceased to exist; The Trustee has not been validly appointed; The Trustee is not eligible to be appointed or to act as trustee; The Trustee has failed or refused to act as trustee in accordance with the provisions or covenants of the deed or the provisions of the CMSA; or A receiver has been appointed over the whole or a substantial part of the assets or undertaking of the existing trustee and has not ceased to act under that appointment, or a petition has been presented for the winding up of the existing Trustee (other than for the purpose of and followed by a reconstruction, unless during or following such reconstruction, the existing trustee becomes or is declared to be insolvent); or The trustee is under investigation for conduct that contravenes the Trust Companies Act 1949, the Trustee Act 1949, the Companies Act 1965 or any securities law. Termination of the Fund The Fund may be terminated or wound up upon the occurrence of any of the following events: The SC has withdrawn the authorisation of the Fund pursuant to Section 256E of the CMSA; A special resolution is passed at a Unit Holders’ meeting to terminate or wind up the Fund, following occurrence of events stipulated under section 301(1) of the CMSA and the court confirmed the resolution, as required under section 301(2) of the CMSA; A special resolution is passed at a Unit Holders’ meeting to terminate or wind up the Fund; The Fund has reached its maturity dated as specified in the Deed; or The effective date of an approved transfer scheme has resulted in the Fund, which is the subject of the transfer scheme, being left with no asset/property. Upon the termination of the trust hereby created, the Trustee shall: 71 (a) sell all the assets of the Fund then remaining in its hands and pay out of the Fund any liabilities of the Fund; such sale and payment shall be carried out and completed in such manner and within such period as the Trustee considers to be in the best interests of the Unit Holders; and (b) from time to time distribute to the Unit Holders, in proportion to the number of Units held by them respectively: (1) the net cash proceeds available for the purpose of such distribution and derived from the sale of the investments and assets of the Fund less any payments for liabilities of the Fund; and (2) any available cash produce; provided always that the Trustee shall not be bound, except in the case of final distribution, to distribute any of the moneys for the time being in his hands the amount of which is insufficient for payment to the Unit Holders of Fifty (50) sen in respect of each Unit and provided also that the Trustee shall be entitled to retain out of any such moneys in his hands full provision for all costs, charges, taxes, expenses, claims and demands incurred, made or anticipated by the Trustee in connection with or arising out of the winding-up of the Fund and, out of the moneys so retained, to be indemnified against any such costs, charges, taxes, expenses, claims and demands; each such distribution shall be made only against the production of such evidence as the Trustee may require of the title of the Unit Holder relating to the Units in respect of which the distribution is made. In the event of the trust hereby created being terminated, the Trustee shall be at liberty to call upon the Manager to grant the Trustee, and the Manager shall so grant, a full and complete release from the Deed and the Manager shall indemnify the Trustee against any claims arising out of the Trustee's execution of the Deed provided always that such claims have not been caused by any failure on the part of the Trustee to exercise the degree of care and diligence required of a trustee as contemplated by the Deed and all relevant laws. Termination of Trust by the Trustee In any of the following events: if the Manager has gone into liquidation, except for the purpose of reconstruction or amalgamation upon terms previously approved in writing by the Trustee and the relevant authorities; if, in the opinion of the Trustee, the Manager has ceased to carry on business; or if, in the opinion of the Trustee, the Manager has to the prejudice of Unit Holders failed to comply with the provisions of the Deed or contravened any of the provisions of any relevant law; the Trustee shall summon a meeting of Unit Holders for the purpose of seeking directions from the Unit Holders. If at any such meeting a special resolution to terminate the trust in respect to the Fund and to wind-up the Fund is passed by the Unit Holders, the Trustee shall apply to the court for an order confirming such special resolution. The Manager shall as soon as practicable after the winding up of the Fund inform Unit Holders and the Trustee shall inform the relevant authorities of the same in such manner as may be prescribed by any relevant law. The Trustee shall also arrange for a final review and audit of the final accounts of the Fund by the auditor. 72 RELATED-PARTY TRANSACTION AND CONFLICT OF INTEREST Areca Capital Sdn Bhd The Manager has in place policies and procedure to deal with any conflict of interest situations. All transactions with related parties are executed on terms that are best available to the Funds and which are no less favourable than arm’s length transaction between independent parties. The directors or any employees of the Manager may invest in the Funds managed or distributed by the Manager. Trading in securities by the employees of the Manager is allowed, provided that policies and procedures in respect of the personal account dealing are observed. An annual declaration of securities trading is required from all directors and employees to ensure there is no potential conflict of interest. As at 15 January 2015, none of the directors and/or substantial shareholders of the Manager have any direct / indirect interest in other corporations carrying on a similar business as the Manager. Maybank Trustees Berhad As Trustee for the Fund(s), there may be related party transaction involving or in connection with the Fund(s) in the following events:1) Where the Fund(s) invests in instruments offered by the related party of the Trustee (e.g placement of monies, Structured Products, etc); 2) Where the Fund(s) is being distributed by the related party of the Trustee as Institutional Unit Trust Adviser (IUTA); 3) Where the assets of the Fund(s) are being custodised by the related party of the Trustee both as sub-custodian and/or global custodian of the Fund(s) (Trustee’s delegate); and 4) Where the Fund(s) obtains financing as permitted under the Guidelines, from the related party of the Trustee. The Trustee has in place policies and procedures to deal with any conflict of interest situation. The Trustee will not make improper use of its position as the owner of the Fund's assets to gain, directly or indirectly, any advantage or cause detriment to the interests of Unit Holders. Any related party transaction is to be made on terms which are best available to the Fund and which are no less favourable to the Fund than an arm’s length transaction between independent parties. Subject to any local regulations, the Trustee and/or its related group of companies may deal with each other, the Fund or any Unit Holder or enter into any contract or transaction with each other, the Fund or any Unit Holder or retain for its own benefit any profits or benefits derived from any such contract or transaction or act in the same or similar capacity in relation to any other scheme. RHB Trustees Berhad (formerly known as OSK Trustees Berhad) There are no existing and/or proposed related party transactions involving or in connection with the Fund. Should there be any proposed related part transaction(s) entered into by the Fund’s investment Fund Manager, such transaction(s) will be on terms that there are no less favourable to the Fund, neither will it be detrimental to the interest of the Unit Holders. Deutsche Trustees Malaysia Berhad As the Trustee for the Fund, there may be related party transactions involving or in connection with the Fund in the following events: (1) Where the Fund invests in the products offered by Deutsche Bank AG and any of its group companies (e.g. money market placement, etc.); (2) Where the Fund has obtained financing from Deutsche Bank AG and any of its group companies, as permitted under the Securities Commission’s guidelines and other applicable laws; (3) Where the Manager appoints DBMB and/or DTMB to perform its back office functions (e.g. fund accounting and valuation and/or registrar and transfer agent); and (4) Where DTMB has delegated its custodian functions for the Fund to DBMB. 73 DTMB will rely on the Manager to ensure that any related party transactions, dealings, investments and appointments are on terms which are the best that are reasonably available for or to the Fund and are on an arm’s length basis as if between independent parties. While DTMB has internal policies intended to prevent or manage conflicts of interests, no assurance is given that their application will necessarily prevent or mitigate conflicts of interests. DTMB's commitment to act in the best interests of the Unit Holders of the Fund does not preclude the possibility of related party transactions or conflicts. 74 TAXATION ADVISER’S LETTERS 30th January 2015 The Board of Directors Areca Capital Sdn Bhd 107 Block B Pusat Dagangan Phileo Damansara 1 No. 9, Jalan 16/11 Off Jalan Damansara 46350 Petaling Jaya Dear Sirs Taxation of the 1. Fund and Unit Holders Areca equityTRUST Fund Areca incomeTRUST Fund Areca moneyTRUST Fund Areca enhancedINCOME Fund This letter has been prepared for inclusion in the Master Prospectus dated 21 st March 2015 (“the Prospectus”) in connection with the offer of units in the abovementioned Funds (each of the Funds if referred to hereinafter as “the Fund”). The following is general information based on Malaysian tax law in force at the time of lodging the Prospectus with the Securities Commission Malaysia and investors should be aware that the tax law may be changed at any time. To an extent, the application of tax law depends upon an investor’s individual circumstances. The information provided below does not constitute tax advice. The Manager therefore recommends that an investor consult his accountant or tax adviser on questions about his individual tax position. 2. Taxation of the Fund 2.1 Income Tax As the Fund’s Trustee is resident in Malaysia, the Fund is regarded as resident in Malaysia and is liable to pay Malaysian income tax (“income tax” or “tax”). The taxation of the Fund is governed principally by Sections 61 and 63B of the Malaysian Income Tax Act, 1967 (“MITA”). Pursuant to the Section 2(7) of MITA, any reference to interest shall apply, mutatis mutandis, to gains or profits received and expenses incurred, in lieu of interest, in transaction conducted in accordance with the principles of Shariah. The effect of this is that any gains or profits received and expenses incurred, in lieu of interest, in transactions conducted in accordance with the principles of Shariah, will be accorded the same tax treatment as if they were interest. The income of the Fund in respect of dividends, interest or profits from deposits and other investment income (other than income which is exempt from tax) derived from or accruing in Malaysia is liable to income tax. The Fund may be receiving income such as exit fee which will be subject to tax at the prevailing tax rate applicable on the Fund. Gains on disposal of investments by the Fund will not be subject to income tax. The income tax rate applicable to the Fund is 25%. It has been gazetted in the Finance (No.2) Act 2014 on 30th December 2014 that with effect from year of assessment 2016, the income tax rate applicable to the Fund would be reduced to 24%. Tax exempt interest as listed in the Appendix attached received by the Fund are not subject to income tax. With effect from 1st January 2014, Malaysia has fully moved to a single-tier company income tax system. The Fund is not liable to tax on any Malaysian sourced dividends paid, credited or distributed to the Fund under the single tier tax system, where the company paying such dividend is not entitled to deduct tax under the MITA. The tax deductibility of expenses incurred by the Fund against such dividend income will be disregarded. The Fund may receive Malaysian dividends which are tax exempt received from investments in companies which had previously enjoyed or are currently enjoying the various tax incentives provided under the law. The Fund is not subject to income tax on such tax exempt dividend income. The Fund may also receive dividends, profits and other income from investments outside Malaysia. Income derived from sources outside Malaysia and received in Malaysia by a resident unit trust is exempted from Malaysian income tax. However, such income may be subject to foreign tax in the country from which the income is derived. Discount or profit received from the sale of bonds or securities issued by Pengurusan Danaharta Nasional Berhad or Danaharta Urus Sendirian Berhad within and outside Malaysia is exempted from the payment of income tax pursuant to Income Tax Exemption (No. 6) Order 2003. 75 Income received by the Fund from Sukuk Ijarah, other than convertible loan stock, issued in any currency by 1Malaysia Sukuk Global Berhad and Sukuk Issue which has been issued by the Malaysia Global Sukuk Inc is exempted from the payment of income tax. Pursuant to the Income Tax (Exemption) Order 2011, the statutory income from a business dealing in non-ringgit sukuk by a resident person licenced under the Capital Markets and Services Act 2007 is exempted from tax provided the non-ringgit sukuk originates from Malaysia and is issued or guaranteed by the government of Malaysia or approved by the Securities Commission Malaysia. The tax treatment of hedging instruments would depend on the particular hedging instruments entered into. Generally, any gain or loss relating to the principal portion will be treated as capital gain or loss. Gains or losses relating to the income portion would normally be treated as revenue gains or losses. The gain or loss on revaluation will only be taxed or claimed upon realisation. Any gain or loss on foreign exchange is treated as capital gain or loss if it arises from the revaluation of the principal portion of the investment. Generally, income from distribution from Malaysia Real Estate Investment Trusts will be received net of withholding tax of 10%. No further tax will be payable by the Fund on the distribution. Distribution from such income by the Fund will also not be subject to further tax in the hands of the Unit Holders. Expenses being manager’s remuneration, maintenance of register of Unit Holders, share registration expenses, secretarial, audit and accounting fees, telephone charges, printing and stationery costs and postage, which are not allowed under the general deduction rules, qualify for a special deduction, subject to a minimum of 10% and a maximum of 25% of such expenses pursuant to Section 63B of the MITA. 2.2 Gains on Disposal of Investments Gains on disposal of investments by the Fund will not be subject to income tax but where the investments represent shares in real property companies, such gains may be subject to Real Property Gains Tax (“RPGT”) under the RPGT Act, 1976. A real property company is a controlled company which owns or acquires real properties or shares in real property companies with a market value of not less than 75% of its total tangible assets. A controlled company is a company which does not have more than 50 members and is controlled by not more than 5 persons. 2.3 Goods and Service Tax (“GST”) GST will commence from 1st April 2015 and will replace the current sales and service tax regime. GST will apply at 6% on most goods and services with some exceptions. If it is determined that Fund is required to register for GST, any fees it charges to unitholders will be subject to GST at 6%. The issuance of units by the Fund to investors will be exempt from GST. To the extent that the Fund invests in any financial services products (e.g. securities, derivatives, units in a fund or unit trust), the acquisition of these interests will be exempted from GST. To the extent that fees are charged to the Fund in relation to these products, these fees would be subject to 6% GST. The GST paid on acquisitions made by the Fund (e.g. fund manager fees, trustee fees etc.) would either unrecoverable in whole or in part and would be subject to further analysis to determine the extent that GST can be recovered. 3. Taxation of Unit Holders 3.1 Taxable Distribution Unit Holders will be taxed on an amount equivalent to their share of the total taxable income of the Fund to the extent such income is distributed to them. Unit Holders are also liable to pay income tax on the taxable income distributions paid by the Fund. Taxable distributions carry a tax credit in respect of the tax chargeable on that part of the Fund. Unit Holders will be subject to tax on an amount equal to the net taxable distribution plus attributable underlying tax paid by the Fund. 76 Income distributed to Unit Holders is generally taxable as follows in Malaysia :Unit Holders Malaysian Tax Rates Malaysian tax residents: Individual and non-corporate Unit Holders Co-operative societies Gazetted in the Finance (No. 2) Act 2014 With effect from assessment 2015: year of Progressive tax rates ranging from 0% to 26% Progressive tax rates ranging from 0% to 25% Progressive tax rates ranging from 0% to 25% Progressive tax rates ranging from 0% to 24% With effect from assessment 2016: year of Trust bodies 25% Corporate Unit Holders 20% for every first RM500,000 of chargeable income 25% for chargeable income in excess of RM500,000 19% for every first RM500,000 of chargeable income 24% for chargeable income in excess of RM500,000 25% 24% i. ii. A company with paid up capital in respect of ordinary shares of not more than RM2.5 million where the paid up capital in respect of ordinary shares of other companies within the same group as such company is not more than RM2.5 million (at the beginning of the basis period for a year of assessment) Companies other than those in (i) above With effect from assessment 2015: Non-Malaysian tax residents: 24% Individual and non-corporate Unit Holders Corporate Unit Holders and trust bodies 26% of year of 25% With effect from assessment 2016: 25% year 24% The tax credit that is attributable to the income distributed to the Unit Holders will be available for set off against tax payable by the Unit Holders. There is no withholding tax on taxable distributions made to non-resident Unit Holders. Non-resident Unit Holders may also be subject to tax in their respective jurisdictions and depending on the provisions of the relevant tax legislation and any double tax treaties with Malaysia, the Malaysian tax suffered may be creditable in the foreign tax jurisdictions. 3.2 Tax Exempt Distribution Tax exempt distributions made out of gains from realisation of investments and other exempt income earned by the Fund will not be subject to Malaysian tax in the hands of Unit Holders, whether individual or corporate, resident or non-resident. All Unit Holders do not pay tax on that portion of their income distribution from the Fund’s distribution equalisation account. 3.3 Distribution Voucher To help complete a Unit Holder’s tax returns, the Manager will send the Unit Holder a distribution voucher as and when distributions are made. This sets out the various components of the income distributed and the amount of attributable income tax already paid by the Fund. 77 3.4 Sale, Transfer or Redemption of Units Any gains realised by a Unit Holder on the sale, transfer or redemption of his units are generally tax-free capital gains unless the Unit Holder is an insurance company, a financial institution or a person trading or dealing in securities. Generally, the gains realised by these categories of Unit Holders constitute business income on which tax is chargeable. 3.5 Reinvestment of Distribution Unit Holders who receive their income distribution by way of investment in the form of the purchase of new units will be deemed to have received their income distribution after tax and reinvested that amount in the Fund. 3.6 Unit Splits Unit splits issued by the Fund are not taxable in the hands of the Unit Holders. 3.7 GST The Unit Holders should not be subject to GST on the following: withdrawal / redemption from the Fund income distribution from the Fund However, any fee-based charges related to buying and transfer of units charged to the Unit Holders should be subjected to GST at the standard rate of 6%. Yours faithfully Yee Wing Peng Managing Director Appendix Tax Exempt Interest Income of Unit Trusts 1. Interest or discount paid or credited to unit trusts in respect of the following will be exempt from tax: - Securities or bonds issued or guaranteed by the government; or Debentures or Islamic securities, other than convertible loan stock, approved by the Securities Commission Malaysia; or Bon Simpanan Malaysia issued by the Central Bank of Malaysia. 2. Interest derived from Malaysia and paid or credited by any bank or financial institution licensed under the Banking and Financial Institutions Act 1989 (BAFIA) or the Islamic Banking Act 1983 (IBA). The BAFIA and the IBA have been repealed with the coming into force of the Financial Services Act 2013 and Islamic Financial Services Act 2013 on 30th June 2013. No amendment has been made to the Income Tax Act 1967 to reflect the above. It has been gazetted in the Finance (No.2) Act 2014 on 30th December 2014 that with effect from year of assessment 2015, the exemption is extended to the interest derived from Malaysia and paid or credited by any bank or financial institution licensed under any development financial institution regulated under the Development Financial Institutions Act 2002 (DFIA). 3. Interest income derived from bonds, other than convertible loan stocks, paid or credited by any company listed in Malaysia Exchange of Securities Dealing and Automated Quotation Berhad (“MESDAQ”) (now known as Bursa Malaysia Securities Berhad ACE Market). 4. Interest received in respect of bonds and securities issued by Pengurusan Danaharta Nasional Berhad within and outside Malaysia. 5. Interest in respect of any savings certificates issued by the government. 6. Interest in respect of Islamic securities originating from Malaysia, other than convertible loan stock, issued in any currency other than RM and approved by the Securities Commission Malaysia or Labuan Financial Services Authority. 7. Interest in respect of Sukuk Wakala, other than a convertible loan stock, issued in any currency by Wakala Global Sukuk Berhad. 78 PricewaterhouseCoopers Taxation Services Sdn Bhd Level 10, 1 Sentral Jalan Travers Kuala Lumpur Sentral P.O.Box 10192 50706 Kuala Lumpur The Board of Directors Areca Capital Sdn Bhd 107, Blok B Pusat Dagangan Phileo Damansara 1 No. 9, Jalan 16/11, Off Jalan Damansara 46350 Petaling Jaya Selangor Darul Ehsan TAXATION OF THE TRUST OFFERED UNDER ARECA GROWTHTRUST FUND AND UNITHOLDERS Dear Sirs, This letter has been prepared for inclusion in the Master Prospectus in connection with the offer of units in the Areca growthTRUST Fund (“the Trust”). The taxation of income for both the Trust and the unit holders are subject to the provisions of the Malaysian Income Tax Act, 1967 (“the Act”). The applicable provisions are contained in Section 61 of the Act, which deals specifically with the taxation of trust bodies in Malaysia. TAXATION OF THE TRUST The Trust will be regarded as resident for Malaysian tax purposes since the trustees of the Trust is resident in Malaysia. (1) Domestic Investments (i) General taxation The income of the Trust consisting of dividends, interest (other than interest which is exempt from tax) and other investment income derived from or accruing in Malaysia, after deducting tax allowable expenses, is liable to Malaysian income tax at the rate of 25 per cent. Gains on disposal of investments by the Trust will not be subject to income tax. (ii) Dividend and other exempt income Effective 1 January 2014, all companies would adopt the single-tier system. Hence dividends received would be exempted from tax and the deductibility of expenses incurred against such dividend income would be disregarded. There will no longer be any tax refunds available for single-tier dividends received. Dividends received from companies under the single-tier system would be exempted. The Fund may receive Malaysian dividends which are tax exempt. The exempt dividends may be received from investments in companies which had previously enjoyed or are currently enjoying the various tax incentives provided under the law. The Fund will not be taxable on such exempt income. Interest or discount income derived from the following investments is exempt from tax: (a) (b) (c) Securities or bonds issued or guaranteed by the government of Malaysia; Debentures or Islamic securities, other than convertible loan stocks approved by the Securities Commission Malaysia; and Bon Simpanan Malaysia issued by Bank Negara Malaysia. As such, provided the investment in structured products is seen to be “debentures” under the Capital Markets and Services Act 2007, the income received will be exempted. Otherwise, tax implications could arise. Interest income derived from the following investments is exempt from tax: (a) (b) Interest paid or credited by any bank or financial institution licensed under the Financial Services Act 2013 and Islamic Financial Services Act 2013 with effect from 30 June 2013; and Bonds, other than convertible loan stocks, paid or credited by any company listed in Bursa Malaysia Securities Berhad ACE Market. 79 The interest income or discount exempted from tax at the Fund’s level will also be exempted from tax upon distribution to the Unitholders. (2) Foreign Investments Income of the Trust in respect of overseas investment is exempt from Malaysian tax by virtue of Paragraph 28 of Schedule 6 of the Act and distributions from such income will be tax exempt in the hands of the Unit Holders. Such income from foreign investments may be subject to taxes or withholding taxes in the specific foreign country. However, any foreign tax suffered on the income in respect of overseas investment is not tax refundable to the Trust in Malaysia. The foreign income exempted from Malaysian tax at the Trust level will also be exempted from tax upon distribution to the Unit Holders. (3) Hedging Instruments The tax treatment of hedging instruments would depend on the particular hedging instruments entered into. Generally, any gain / loss relating to the principal portion will be treated as capital gain / loss. Gains / losses relating to the income portion would normally be treated as revenue gains / losses. The gain / loss on revaluation will only be taxed or claimed upon realisation. Any gain / loss on foreign exchange is treated as capital gain / loss if it arises from the revaluation of the principal portion of the investment. (4) Tax Deductible Expenses Expenses wholly and exclusively incurred in the production of gross income are allowable as deductions under Section 33(1) of the Act. In addition, Section 63B of the Act provides for tax deduction in respect of managers’ remuneration, expenses on maintenance of the register of unit holders, share registration expenses, secretarial, audit and accounting fees, telephone charges, printing and stationery costs and postages. The deduction is based on a formula subject to a minimum of 10 per cent and a maximum of 25 per cent of the expenses. (5) Real Property Gains Tax (“RPGT”) With effect from 1 January 2014, any gains on disposal of real properties or shares in real property companies 1 would be subject to RPGT at the following rates:Disposal time frame Within 3 years In the 4th year In the 5th year In the 6th year and subsequent years RPGT rates 30% 20% 15% 5% (6) Goods and Services Tax (“GST”) GST will be implemented on 1 April 2015 at the rate of 6% to replace the existing sales tax and service tax. Based on the draft guidelines2 issued, the Trust, being collective investment vehicles, will be making exempt supplies. Hence, the Trust is not required to register for GST purposes. However, the Trust will incur expenses such as management fees, trustee fees and other administrative charges which will be subject to 6% GST. The 6% input tax incurred on such expenses will not be claimable by the Trust and represents a cost to the Trust. TAXATION OF UNIT HOLDERS Unit holders will be taxed on an amount equivalent to their share of the total taxable income of the Trust to the extent of the distributions received from the Trust. The income distribution from the Trust will carry a tax credit in respect of the Malaysian tax paid by the Trust. Unit holders will be entitled to utilise the tax credit against the tax payable on the income distribution received by them. No additional withholding tax will be imposed on the income distribution from the Trust. Non-resident unit holders may also be subject to tax in their respective jurisdictions. Depending on the provisions of the relevant country’s tax legislation and any double tax treaty with Malaysia, the Malaysian tax suffered may be creditable against the relevant foreign tax. Corporate unit holders, resident3 and non-resident, will generally be liable to income tax at 254 per cent on distribution of income received from the Trust. The tax credits attributable to the distribution of income can be utilised against the tax liabilities of these unit holders. Individuals and other non-corporate unit holders who are tax resident in Malaysia will be subject to income tax at graduated rates ranging from 1 per cent to 26 5 per cent. Individuals and other non-corporate unit holders who are not resident in Malaysia will be subject to income tax at 266 per cent. The tax credits attributable to the distribution of income can be utilised against the tax liabilities of these unit holders. The distribution of exempt income and gains arising from the disposal of investments by the Trust will be exempted from tax in the hands of the unit holders. 80 Any gains realised by unit holders (other than dealers in securities, insurance companies or financial institutions) on the sale or redemption of the units are treated as capital gains and will not be subject to income tax. This tax treatment will include gains in the form of cash or residual distribution in the event of the winding up of the Trust. Unit holders electing to receive their income distribution by way of investment in the form of new units will be regarded as having purchased the new units out of their income distribution after tax. Unit splits issued by the Trust are not taxable in the hands of unit holders. The issuance of units by the Trust is an exempt supply. The selling or redemption of the units is also an exempt supply and therefore is not subject to GST2. Any fee based charges related to buying of the units such as sales or service charge or switching fees will be subject to GST at a standard rate of 6%. We hereby confirm that the statements made in this report correctly reflect our understanding of the tax position under current Malaysian tax legislation. Our comments above are general in nature and cover taxation in the context of Malaysian tax legislation only and do not cover foreign tax legislation. The comments do not represent specific tax advice to any investors and we recommend that investors obtain independent advice on the tax issues associated with their investments in the Trust. Yours faithfully, for and on behalf of PRICEWATERHOUSECOOPERS TAXATION SERVICES SDN BHD Lorraine Yeoh Senior Executive Director PricewaterhouseCoopers Taxation Services Sdn Bhd have given their written consent to the inclusion of their report as tax adviser in the form and context in which it appears in the Prospectus and have not, before the date of issue of the Prospectus, withdrawn such consent. ______________________________________________________________________ 1 A real property company is a controlled company which owns or acquires real property or shares in real property companies with a market value of not less than 75 per cent of its total tangible assets. A controlled company is a company which does not have more than 50 members and is controlled by not more than 5 persons. 2 Pursuant to Goods And Services Tax Guide on Fund Management (draft as at 27 October 2013) issued by the Royal Malaysian Customs, which may be amended upon implementation. 3 Resident companies with paid up capital in respect of ordinary shares of RM2.5 million and below will pay tax at 20 per cent for the first RM500,000 of chargeable income with the balance taxed at 25 per cent. With effect from year of assessment 2009, the above shall not apply if more than (a) 50 per cent of the paid up capital in respect of ordinary shares of the company is directly or indirectly owned by a related company; (b) 50 per cent of the paid up capital in respect of ordinary shares of the related company is directly or indirectly owned by the first mentioned company; (c) 50 per cent of the paid up capital in respect of ordinary shares of the first mentioned company and the related company is directly or indirectly owned by another company. “Related company” means a company which has a paid up capital in respect of ordinary shares of more than RM2.5 million at the beginning of the basis period for a year of assessment. 4 Pursuant to the Finance (No. 2) Act 2014 which was gazetted on 30 December 2014, the Malaysian corporate income tax rate will be reduced to 24 per cent effective YA 2016. 5 Pursuant to the Finance (No. 2) Act 2014 which was gazetted on 30 December 2014, the income tax rates for individual tax residents in Malaysia will be reduced to rates ranging from 1 to 25 per cent effective YA 2015. 6 Pursuant to the Finance (No. 2) Act 2014 which was gazetted on 30 December 2014, the income tax rate for non-resident individuals in Malaysia will be reduced to 25 per cent effective YA 2015. 81 ADDITIONAL INFORMATION You may always contact our team of Investor Care who would be happy to assist you in your: Enquiry on balance account and market value; Investment, liquidation, transfer, and cooling-off request; Request to update personal details;and Fund’s NAV or any other queries regarding the Fund’s performance. You may choose to communicate with us via: Telephone : 603 7956 3111 Facsimile : 603 7955 4111 E-mail : invest@arecacapital.com In addition, you may also review the NAV per Unit of the Fund in any major local newspaper or visit our website at www.arecacapital.com to obtain more information on us, our products and services. Investors can constantly keep abreast of their investment portfolios via: Interim reports comprising unaudited financial statements, Manager’s report on the Funds’ information, performance and review, market outlook and review and Trustees’ report; Annual reports comprising audited financial statements, Manager’s report on the Funds’ information, performance and review, market outlook and review, Trustees’ report and auditors’ report; Areca Online at www.arecacapital.com Investors are advised to keep their statement for record purposes. In the event of joint accounts, the principal holder shall receive the confirmation advices, all notices and correspondence with respect to the account, as well as any liquidation proceeds or income distributions. Malaysian Goods and Services Tax (“GST”) The Malaysian Government announced that the implementation of Goods and Services Tax (“GST”) will apply to any goods and/or services supplied with effect from 1 st April 2015 (“the effective date”) at a rate of 6%. GST is a consumption tax on consumers and as a service provider, we are required to charge you GST and remit the same to the Royal Malaysian Custom Department as required under the Goods and Services Tax Act. Anti-Money-Laundering (“AML”) policies and procedures Money laundering is a process intended to conceal the benefits derived from unlawful activities which are related, directly or indirectly, to any serious offence so that they appear to have originated from a legitimate source. Under the AMLA, any person who: (a) engages in, or attempts to engage in; or (b) abets the commission of, money laundering, commits an offence and shall on conviction be liable to a fine not exceeding five million ringgit or to imprisonment for a term not exceeding five years or both. We have anti-money laundering policies in place where investors need to complete customer information form and the Manager will perform check on all investors without exception. New investors must provide their identification documents for our verification. No individual/ corporation shall be allowed to do business with the Manager if they fail to provide their identity and/or attempt to give a false name or records. If a potential customer refuses to produce any requested information or sales personnel does not feel comfortable or is suspicious with the information provided, the transaction will be terminated. All cases of suspicious transactions must be reported by the relevant staff to the Compliance Manager. The Compliance Manager is to obtain relevant information from the relevant staff where applicable and evaluate the evidence and report matters relating to AML to the Board. A suspicious transaction report will then be submitted to the Financial Intelligence and Enforcement Department of BNM as well as the SC. 82 Consent The Trustees, external fund manager, solicitor, auditors and principal bankers have given their written consent to the inclusion of their names in the form and context in which they appear in this Master Prospectus and have not before the date of issue of this Master Prospectus, withdrawn such consents. The tax advisers have given their written consents to the inclusion of their names and the taxation adviser’s letters in the form and context in which they appear in this Master Prospectus and have not before the date of issue of this Master Prospectus, withdrawn such consent. Other Documents Available For Inspection The following documents or copies thereof will be available for inspection (without charge) for a period of not less than 12 months from the date of the Master Prospectus during normal business hours at the registered office of the Manager or such other place as the SC may determine; The Deeds; Each material contract disclosed in the Master Prospectus and, in the case of contracts not reduced in writing, a memorandum which gives full particular of the contracts; The audited financial statements of the Funds for the current financial year (where applicable) and for the last 3 financial years or if the Funds have been established or incorporated for a period of less than 3 years, the entire period preceding the date of this Master Prospectus; All reports, letters or other documents, valuations and statements by any expert, any part of which is extracted or referred to in the Master Prospectus. Where a summary expert’s report is included in the Master Prospectus, the corresponding full expert’s report should be made available for inspection; Writ and relevant cause papers for all material litigation and arbitration disclosed in the Master Prospectus; and All consents given by experts disclosed in this Master Prospectus. 83 Directory Units can be bought and sold on any Business Day from Monday to Friday at the following locations: Our offices: Head Office 107, Blok B, Pusat Dagangan Phileo Damansara I No.9 Jalan 16/11, Off Jalan Damansara 46350 Petaling Jaya Tel: 603-7956 3111 Fax: 603-7955 4111 Email: invest@arecacapital.com Branches: Ipoh branch Penang branch Malacca branch 11A, (First Floor) 368-2-02 Belissa Row 95A, Jalan Melaka Raya 24 Persiaran Greentown 5 Jalan Burma, Georgetown Taman Melaka Raya Greentown Business Centre 10350 Pulau Pinang 75000 Melaka 30450 Ipoh, Perak. Tel : 604-210 2011 Tel : 606-282 9111 Tel: 605-249 6697, 605-249 6698 Fax : 604-210 2013 Fax : 606-283 9112 Fax : 605-249 6696 We may appoint additional third party distributors/Institutional Unit Trust Advisers to distribute the Funds. Please contact us at 03-7956 3111 for the updated list of appointed distributors/IUTA. 84 Directors’ responsibility statement This Master Prospectus dated 21 March 2015 in relation to Areca incomeTRUST Fund, Areca equityTRUST Fund, Areca growthTRUST Fund, Areca moneyTRUST Fund and Areca enhancedINCOME Fund has been reviewed and approved by the directors of Areca Capital Sdn Bhd and we collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable enquiries, we confirm to the best of our knowledge and belief, that there are no false or misleading statements, or omission of other facts which would make any statement in the Master Prospectus false or misleading. Directors: Danny Wong Teck Meng (Executive) Dato’ Wee Hoe Soon @ Gooi Hoe Soon Dr. Junid Saham Raja Datuk Zaharaton binti Raja Dato’ Zainal Abidin 85 HOLDER ACCOUNT OPENING FORM (Office use) Account No: Please complete this form in BLOCK LETTERS, tick (√) as appropriate and delete whichever inapplicable. 1. PARTICULARS OF APPLICANT Name (Full name as in NRIC/Passport/Business registration certificate) NRIC/Passport/ Company Registration no./Other ID Correspondence Address Same as CIF/Permanent Address Postcode State Country Are you an existing customer : 2. Yes No (if No, please complete the Customer Information Form) PARTICULARS OF JOINT HOLDER(S) (For Individual, if applicable) 1. Name (Full name as in NRIC/Passport) NRIC/Passport/Other ID Relationship to Principal Applicant Parents Spouse Child Others Child Others 2. Name (Full name as in NRIC/Passport) NRIC/Passport/Other ID Relationship to Principalplicant Parents 3. Spouse REQUEST/CONSENT A. Request to transact via Facsimile No I do not wish to transact any instruction(s) via facsimile. I request you to accept and act on any/all of my signed instruction(s) via facsimile from time to time relating to the operat ions of the Account including subsequent investment, switching of units, liquidations and remittances of funds/payments of money(s) out of the Account, without requiring written instructions prior to acting on the said facsimile instructions. In considering of your agreeing to the above request, I acknowledge that I have read and understood your terms and conditions governing the Account and transactions made mentioned including herein and hereby agree to be bound by the same. I acknowledge that facsimile instruction are not secure means of communication, and that I am aware of the risk involved, and that my request to you to accept such facsimile instructions is for my convenience. You are authorised to act on any facsimile instructions which you believe in good faith to have emanated from me and you shall not be liable for acting in good faith on facsimile instructions which may have emanated from unauthorized individuals and you shall not be under any duty to verify the identity of the person or persons giving facsimile instructions purportedly made on my behalf. Any transactions made pursuant to facsimile instructions acted upon in good faith shall be binding us whether made with or without my authority, knowledge or consent. B. Request to send information electronically No I do not wish to receive any information via electronic means. I request and consent you to forward information to me via electronic means. I understand that the certain information provided from Areca Capital Sdn Bhd is extracted from third party and it was prepared from data believed to be reliable at the time of the publication of the information, reports and content. The information, reports and content contained in the reports and the terms of conditions of the access to and use of such information, reports and content, are subject to change without notice. All materials and content found in the reports are strictly for information purposes and for personal use only whereby it is not to be forwarde d to any other person. Materials and content provided should not be construed as any recommendation, offer, invitation or solicitation, to deal, buy or sell nor be construed as a means of making available any securities, financial instruments or any of the unit trust funds found in the website. The opinions expressed here, if any, do not constitute investment advice and independent advice should be sought, where appropriate. In consideration of your acceding to my request above, I hereby agree to irrevocably and unconditionally indemnify you and keep you fully and completely indemnified at all times from and against all claims, demand, actions, proceedings, losses, costs (including legal costs as between solicitor and own client) and expenses and all other liabilities of whatsoever nature or description which may be made or taken against or incurred or suffered by you in any manner arising out of or by reason of or in consequences of your acceding to my request or any part thereof. I agree that my indemnity herein shall be a continuing indemnity and shall bind my successors-in-title and is without prejudice to and in addition to any other rights and remedies which you may have against me. This Indemnity shall be construed in accordance with the laws of Malaysia and I agree to submit to the non-exclusive jurisdiction of the courts of Malaysia. Email address: ________________________________________________________________________ In accordance with the Capital Market Services Act 2007, this form should not be circulated unless accompanies by the Prospectus and Supplementary Prospectus (if any). You should read and understand the Prospectus and Supplementary Prospectus (if any) before completing this investment form. If in doubt, please consult a professional adviser. OPERATION OF ACCOUNT AND SPECIMEN SIGNATURE(S) 4. Principal Applicant to sign All to sign Either one to sign Others I / We have read and fully understood the terms and conditions in this Form, the Prospectus, and the Deed and agree to abide by them including all amendments thereto from time to time. I/We irrevocably consent to Areca Capital Sdn Bhd (“Management Company”) disclosing from time to time any information or documents relating to us and/or in connection with the enforcement or preservation of rights of the Management Company. Date Signature Signature Signature Name Name Name For corporate, please affix company’s stamp here. All duly signed written instructions must reach the Management Company before 3.30pm for it to take effect on the same Business Day. FOR SERVICE PERSONNEL USE ONLY FOR AUTHORISED OFFICERS USE ONLY Date: Attended by: Processed by : Client Code: Notes: Notes: Processed Date: Areca Capital Sdn Bhd (740840-D) 107, Blok B, Pusat Dagangan Phileo Damansara 1, No.9 Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya. Tel: 603 – 7956 3111, Fax: 603 – 7955 4111, E-mail: invest@arecacapital.com TERMS AND CONDITIONS 1. Principal Holder / Joint Holder(s) Holder must be 18 years and above and must sign on this Account Opening form. Joint Holder must sign on this Account Opening form. Joint Holder may be a minor, in which case, signature is not required. Specimen signature is required upon holder reaching 18 years of age. In the case of death of a holder, the survivor will be the only person recognised by the Management Company and the Trustee as having title or interest to the units held, except where the units have been collateralised or charged to any institution. All notices, statements, vouchers, correspondence, etc will be addressed to the Principal Holder only at the address herein or the last known address. 2. Application For individual, application must be accompanied by a copy of the holder’s identity document (NRIC/Passport/Birth certificate or other documents). For corporate, application must be accompanied by certified copies of Memorandum and Articles of Association or Constitution or By Laws, Certificate of Incorporation or registration, Form 24/44/49/13, Board of Resolutions and original copy of specimen signatures of all authorized signatories. 3. Rights of the Management Company The Management Company reserves the right to reject any application without assigning any reason. Rejected Applicant will be notified. All future terms and conditions amendments are deemed to be valid. 4. Issuance of Official Receipt and Statement of Accounts A confirmation note will be issued to the Holder within 14 business days from the date of transaction under normal circumstances. Statement of Accounts detailing all active accounts will be issued to the Holder periodically. 5. Reinvestment of Income Distribution Distribution of income shall be automatically reinvested. Where there are no units available for reinvestment of income distributed, the proceeds will be paid by cheque to Holders. Statement of Reinvestment or Distribution Warrant will be issued to Holder within 2 months from the date of reinvestment or payment of income distributed. 6. Future Transactions and Payments The Management Company upon evidence of receipt of money will process all investments without verifying the source of remittance. To protect your interest as a Unit Holder, you must fill up an Investment Form when making investments and attach it with your payment. All subsequent transactions must be accompanied by relevant forms duly signed and completed. All investments and transactions will be carried out according to the instructions of authorised signatory specified in the Holder Account Opening Form or any subsequent written notice duly received by the Management Company. Transactions are subject to the availability of units of the Fund. Should there be any additional investment not accompanied by any instruction to allocate into each Fund, the Management Company shall have the right to allocate the said investment according to the manner specified in the Investment Form for the initial investment. It shall be obligatory on the Holder to notify the Management Company of any errors in any notice, statement, receipt and correspondence within 7 days of receipt of the same. Otherwise, the correctness of the transactions is conclusive and shall have absolute binding effect against the Holder. The Management Company reserves the rights to rectify the notice, statement, receipt and correspondence at any time in respect of any errors, and rendering of a fresh notice, statement, receipt and correspondence shall be binding on the Holder. Any change to the documents or information supplied to the Management Company in connection with this application or change in circumstances shall be immediately notified to the Management Company. 7. Liquidation of Units and Cooling-Off Holders may liquidate their units by filling up the Liquidation Form and forwarding the form to the business address of the Management Company or its appointed distributors. Units shall be liquidated based on the NAV calculated at the end of the business day upon receipt of a duly completed Liquidation Form by the Management Company before the cut-off time. To protect the interest of the Holders, the Management Company is unable to make payments to third parties. Unless otherwise specified, all payments will be made to Principal Holder only. Liquidation proceeds may be credited directly to the Holders’ account maintained with the Management Company’s Principal Banker(s). If other modes of payment are selected, kindly allow sufficient time for the cheques to reach the Holders and for the funds to clear. A cooling-off period of 6 business days from the date of application for units is provided for the Holders to confirm the initial investment. This right is not applicable for subsequent investments by the Holders in any of the funds managed or offered by the Management Company. This right is not extended to corporate/ institutional investors, investors who are staff/ distributors of the Management Company. INVESTMENT FORM Please complete in BLOCK LETTERS and tick [√] where applicable. 5. PARTICULARS OF HOLDER Principal Holder/Company Name: Holder Account No.: Joint Holder (for individual): Contact No: 6. INVESTMENT DETAILS Initial Investment Additional Investment Regular Investment Gross Value (RM) Fund Entry Fee (%) OFFICE USE Net Investment NAV TOTAL: Pursuant to the Guidelines on Sales Practices of Unlisted Capital Market Products, I/We hereby declare that I/We have been assessed by Areca Capital on the suitability assessment and confirm that there has been no been material change in the information since the last assessment. 3.PAYMENT MODE(Cash not acceptable) Cheque : Drawee Bank: Credit/ Transfer to : Amount (RM): Cheque No.: MayBank Date & Time: Amount (RM): Others 4. SIGNATURE(S) I/We have read and fully understood the terms and condition in this Form and the Prospectus. I/We further acknowledged that I/We are aware of and agree to the fees and charges incur directly or indirectly when investing in the Fund. I/We confirm that I/We have received a copy of the product highlights sheet of the fund(s) and have been assessed by Areca Capital on the suitability assessment. For corporate, please affix company’s stamp here Signature Signature Signature Signature Name: Name: Name: Name: NRIC/Passport: NRIC/Passport: NRIC/Passport: NRIC/Passport: Date: Date: Date: Date: All duly signed written instructions must reach the Management Company before 3.30pm for it to take effect on the same Business Day. FOR SERVICE PERSONNEL USE ONLY Date: Received/Attended by: Notes: FOR AUTHORISED OFFICER USE ONLY Processed by : Transaction Date: Notes: Note: In accordance with the requirements of the CMSA, this Investment Form should not be circulated unless accompanied by the Prospectus. Areca Capital Sdn Bhd (740840-D) 107, Blok B, Pusat Dagangan Phileo Damansara 1, No.9 Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya. Tel: 603 – 7956 3111, Fax: 603 – 7955 4111, E-mail: invest@arecacapital.com v.1.0-13 LOAN FINANCING RISK DISCLOSURE STATEMENT Investing in a Unit Trust Fund with Borrowed Money is More Risky than Investing with Your Own Savings. You should assess if loan financing is suitable for you in light of your objectives, attitude to risk and financial circumstances. You should be aware of the risks, which would include the following: 1. The higher the margin of financing (that is, the amount of money you borrow for every ringgit of your own money that you put in as deposit or down payment) the greater the potential for losses as well as gains. 2. You should assess whether you have the ability to service the repayments on the proposed loan. If your loan is a variable rate loan, and if interest rates rise, your total repayment amount will be increased. 3. If unit prices fall beyond a certain level, you may be asked to provide additional acceptable collateral or pay additional amounts on top of your normal instalments. If you fail to comply within the time prescribed, your units may be sold to settle your loan. 4. Returns on unit trusts are not guaranteed and may not be earned evenly over time. This means that there may be some years where returns are high and other years where losses are experienced. Whether you eventually realise a gain or loss may be affected by the timing of the sale of your units. The value of units may fall just when you want your money back even though the investment may have done well in the past. This brief statement cannot disclose all the risks and other aspects of loan financing. You should therefore carefully study the terms and conditions before you decide to take the loan. If you are in doubt in respect of any aspect of this risk disclosure statement or the terms of the loan financing, you should consult the institution offering the loan. Acknowledgement of Receipt of Risk Disclosure Statement I acknowledge that I have received a copy of this Unit Trust Loan Financing Risk Disclosure Statement and understand its contents. Signatures: ______________________________ Full Name : ______________________________ Date : ______________________________ TERMS AND CONDITIONS 1. Application and Remittance Payment may be made by cash, telegraphic transfer, cheques or cashier’s order. All cheques / cashier’s order must be made payable to “Areca Capital Sdn Bhd” and crossed ‘Account Payee Only’. Please ensure that the applicant’s name, holder no. (if known) and contact no. are written on the reverse side of the cheque or cashier’s order. A copy of the bank-in slip / banking evidence must be sent together with the Investment Form directly to the Management Company. Please ensure that the applicant’s name, holder no. (if known) and contact no. are written on the reverse side of the bank-in slip / banking evidence. Units will be priced at NAV based on the date of receipt of the duly completed Investment Form by the Management Company. Units will be credited upon clearance of payment. 2. Right of the Management Company The Management Company reserves the right to reject any application in whole or in part without assigning any reason. Rejected applicants will be notified and the Management Company will refund their money within 7 days from the date of receipt of the Investment Form. Payment will be made to the Applicant’s/ Holder’s name by a crossed cheque. 3. All future terms and conditions, amendments are deemed to be valid. Issuance of Official Receipt and Statement of Accounts A confirmation note will be issued to Holders within 14 business days from the date of investment under normal circumstances. Statement of Accounts detailing all active accounts will be issued to Holders periodically. All correspondence will be directed to the Principal Holder at the last known address. All items and balances shown in the confirmation notes and Statement of Accounts will be considered correct unless the Management Company is notified in writing of any discrepancy within 14 days from the date of the confirmation notes and Statement of Accounts. 4. Future Transactions and Payments The Management Company upon evidence of receipt of money will process all investments without verifying the source of remittance. To protect your interest as a Holder, you must fill up an Investment Form when making investments and attach it with your payment. All investments and transactions will be carried out according to the instructions of authorised signatory specified in the Holder Account Opening Form or any subsequent written notice duly received by the Management Company. Transactions are subject to the availability of units of the Fund. Should there be any additional investment not accompanied by an instruction for allocation into the appropriate Funds, the Management Company shall have the right to allocate the said investment according to the manner specified in the Investment Form for the initial investment or any subsequent written notice duly received by the Management Company. For any allocation of investment into a particular fund below the minimum investment required, the Management Company reserves the right to reject or rectify the said investment allocation in order to comply with the minimum requirement. For lump sum investment with deferred entry fee, the deduction of chargeable entry fee from the account in the form of units will be done automatically every calendar quarter. No advice will be issued. The chargeable entry fee will be deducted from units of a fixed income fund or from units of the larger fund in terms of market value at Management Company’s discretion. 5. Liquidation of Units and Cooling-Off Holders may liquidate their units by filling up the Liquidation Form and forwarding the duly signed original form to the business address of the Management Company or its appointed distributors. Units shall be liquidated based on the NAV calculated at the end of the business day upon receipt of a duly completed Liquidation Form by the Management Company. An exit fee would be imposed for early liquidation before the Maturity Date. To protect the interests of the Holders, the Management Company is unable to make payments to third parties. Unless otherwise specified, all payments will be made to the Principal Holder only. Liquidation proceeds may be credited directly to the Holder’s Maybank account. If other modes of payment are selected, kindly allow sufficient time for the cheques to reach the Holders and/or for the funds to clear. A Cooling-Off period of 6 business days from the date of application for units is provided for the Holder to confirm the initial investment. This right is not applicable for subsequent investments of the Holder and is not extended to corporate/institutional investors and investors who are staff/distributors of the Management Company. THIS FIRST SUPPLEMENTARY MASTER PROSPECTUS IS DATED 1 NOVEMBER 2015 AND EXPIRES ON 20 MARCH 2016 AND HAS TO BE READ IN CONJUNCTION WITH THE MASTER PROSPECTUS DATED 21 MARCH 2015 FIRST SUPPLEMENTARY MASTER PROSPECTUS Areca incomeTRUSTFund (constituted on 12 March 2007) Areca equityTRUST Fund (constituted on 12 March 2007) Areca growthTRUST Fund (constituted on 12 November 2009) Areca moneyTRUST Fund (constituted on 12 March 2007) Areca enhancedINCOME Fund (constituted on 27 June 2007) Manager Areca Capital Sdn Bhd (740840-D) Trustees Maybank Trustees Berhad (5004-P) RHB Trustees Berhad (573019-U) This First Supplementary Master Prospectus is dated 1 November 2015 and expires on 20 March 2016 Investors are advised to read and understand the contents of this First Supplementary Master Prospectus. If in doubt, please consult a professional adviser. A copy of this First Supplementary Master Prospectus and the Master Prospectus have been registered and lodged with the Securities Commission Malaysia who takes no responsibility for their contents. Registration of this First Supplementary Master Prospectus and the Master Prospectus does not indicate that the Securities Commission Malaysia recommends the Units or assumes responsibility for the correctness of any statement made, opinions expressed or reports contained in the First Supplementary Master Prospectus and Master Prospectus. THIS FIRST SUPPLEMENTARY MASTER PROSPECTUS IS DATED 1 NOVEMBER 2015 WHICH HAS TO BE READ IN CONJUNCTION WITH THE MASTER PROSPECTUS DATED 21 MARCH 2015 RESPONSIBILITY STATEMENT This First Supplementary Master Prospectus has been reviewed and approved by the directors of Areca Capital Sdn Bhd and they collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable enquiries, they confirm to the best of their knowledge and belief, that there are no false or misleading statements, or omission of other facts which would make any statement in this First Supplementary Master Prospectus false or misleading. STATEMENTS OF DISCLAIMER The Securities Commission Malaysia has authorised the Funds and a copy of this First Supplementary Master Prospectus has been registered with the Securities Commission Malaysia. The authorisation of the Funds, and registration of this First Supplementary Master Prospectus, should not be taken to indicate that Securities Commission Malaysia recommends the said Funds or assumes responsibility for the correctness of any statement made, opinion expressed or report contained in this First Supplementary Master Prospectus. The Securities Commission Malaysia is not liable for any non-disclosure on the part of Areca Capital Sdn Bhd, the management company responsible for the said Funds and takes no responsibility for the contents in this First Supplementary Master Prospectus. The Securities Commission Malaysia makes no representation on the accuracy or completeness of this First Supplementary Master Prospectus, and expressly disclaims any liability whatsoever arising from, or in reliance upon, the whole or any part of its contents. INVESTORS SHOULD RELY ON THEIR OWN EVALUATION TO ASSESS THE MERITS AND RISKS OF THE INVESTMENT. IF INVESTORS ARE UNABLE TO MAKE THEIR OWN EVALUATION, THEY ARE ADVISED TO CONSULT PROFESSIONAL ADVISERS. ADDITIONAL STATEMENTS No units will be issued or sold based on this First Supplementary Master Prospectus after the expiry date of the Master Prospectus and First Supplementary Master Prospectus. Investors should note that they may seek recourse under the Capital Markets and Services Act 2007 for breaches of securities laws and regulations including any statement in the First Supplementary Master Prospectus that is false, misleading, or from which there is a material omission; or for any misleading or deceptive act in relation to the First Supplementary Master Prospectus or the conduct of any other person in relation to the Funds. INVESTORS SHOULD RELY ON THEIR OWN EVALUATION TO ASSESS THE MERITS AND RISKS OF THE INVESTMENT. IN CONSIDERING THE INVESTMENT, INVESTORS WHO ARE IN DOUBT ON THE ACTION TO BE TAKEN SHOULD CONSULT THEIR PROFESSIONAL ADVISERS IMMEDIATELY. 1 THIS FIRST SUPPLEMENTARY MASTER PROSPECTUS IS DATED 1 NOVEMBER 2015 WHICH HAS TO BE READ IN CONJUNCTION WITH THE MASTER PROSPECTUS DATED 21 MARCH 2015 EXPLANATORY NOTES A. Change of Trustee for Areca growthTRUST Fund The Deutsche Trustees Malaysia Berhad has given its notice of retirement on 22 June 2015. The Manager has on 12 October 2015 registered a Second Supplemental Deed dated 6 October 2015 entered into between the Manager and Maybank Trustees Berhad with the Securities Commission Malaysia to appoint Maybank Trustees Berhad as a trustee for Areca growthTRUST Fund. The effective date of the appointment is on the 1 November 2015. B. Change of designated Fund Manager for Areca growthTRUST Fund The delegation of fund management to UOB Asset Management (Malaysia) Berhad will be terminated with effect 1November 2015. The designated Fund Manager for Areca growthTRUST Fund is Mr Danny Wong Teck Meng with effect 1 November 2015. The information below has been amended to effect the above changes: 1) The information below on page 3 under the “Glossary” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information Glossary Maybank Trustees Berhad, RHB Trustees Berhad and/or Deutsche Trustees Malaysia Berhad; Revised Information Maybank Trustees Trustees Berhad; Berhad and/or RHB This amendment is made to remove the Deutsche Trustees Malaysia from the definition. 2) The information below on external fund manager page 5 under the “Corporate Directory” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information Revised Information External Fund (for Areca equityTRUST Fund and Areca Manager growthTRUST Fund) UOB Asset Management (Malaysia) Berhad Level 22, Vista Tower, The Intermark, No.348 Jalan Tun Razak, 50400 Kuala Lumpur Tel : 03-2732 1181, Fax: 03-2732 1100 (for Areca equityTRUST Fund) UOB Asset Management (Malaysia) Berhad Level 22, Vista Tower, The Intermark, No.348 Jalan Tun Razak, 50400 Kuala Lumpur Tel : 03-2732 1181, Fax: 03-2732 1100 This amendment is made as UOB Asset Management (Malaysia) Berhad is no longer the appointed external Fund Manager for Areca growthTRUST Fund. 2 THIS FIRST SUPPLEMENTARY MASTER PROSPECTUS IS DATED 1 NOVEMBER 2015 WHICH HAS TO BE READ IN CONJUNCTION WITH THE MASTER PROSPECTUS DATED 21 MARCH 2015 3) The information below on Trustee on page 5 under the “Corporate Directory” in the Master Prospectus dated 21 March 2015 has been amended as follows: Trustees Current Information Revised Information Trustee for Areca incomeTRUST Fund, Areca equityTRUST Fund and Areca enhancedINCOME Fund: Trustee for Areca incomeTRUST Fund, Areca equityTRUST Fund, Areca growthTRUST Fund, and Areca enhancedINCOME Fund: Maybank Trustees Berhad (5004-P) Maybank Trustees Berhad (5004-P) Registered office and Business Address: Registered office and Business Address: 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur Tel: 03-2078 8363, Fax: 03-20709387 Tel: 03-2078 8363, Fax: 03-20709387 Trustee’s Delegate: Trustee’s Delegate: Malayan Banking Berhad (3813-K) (as Custodian) 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur Malayan Banking Berhad (3813-K) (as Custodian) 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur Tel: 03-2074 7111, Fax: 03-2070 0966 Tel: 03-2074 7111, Fax: 03-2070 0966 Trustee for Areca growthTRUST Fund: Deutsche Trustees Berhad(763590-H) Malaysia Registered Address: Business office and -Deleted- Level 20, Menara IMC, 8 Jalan Sultan Ismail, 50250 Kuala Lumpur Tel: 03-2053 7522, Fax: 03-2053 7526 Trustee’s Delegate (as custodian): Deutsche Bank (312552-W) (Malaysia) Berhad Level 18-20, Menara IMC, 8 Jalan Sultan Ismail, 50250 Kuala Lumpur Tel: 03-2053 6788, Fax: 03-2031 8710 This amendment is made to reflect the appointment of Maybank Trustees Berhad as the trustee for Areca growthTRUST Fund replacing Deutsche Trustees (Malaysia) Berhad. 4) The information below on Trustee for Areca growthTRUST Fund on page 7 under the “Key Data of the Funds” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information Trustee Revised Information Deutsche Trustees Malaysia Berhad; Maybank Trustees Berhad; This amendment is made to reflect the appointment of Maybank Trustees Berhad as the trustee for Areca growthTRUST Fund replacing Deutsche Trustees (Malaysia) Berhad. 3 THIS FIRST SUPPLEMENTARY MASTER PROSPECTUS IS DATED 1 NOVEMBER 2015 WHICH HAS TO BE READ IN CONJUNCTION WITH THE MASTER PROSPECTUS DATED 21 MARCH 2015 5) The information below on Deed that Govern the Funds for Areca growthTRUST Fund on page 8 under the “Key Data of the Funds” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information Deeds Govern Funds that the Revised Information The Deed dated 12 November 2009, as modified by the First Supplemental Deed dated 17 December 2012. The Deed dated 12 November 2009, as modified by the First Supplemental Deed dated 17 December 2012 and Second Supplement Deed dated 6 October 2015. This amendment is made to reflect the Second Supplemental Deed entered into between the Manager and Maybank Trustees Berhad. 6) The information below on Annual Trustee Fee for Areca growthTRUST Fund on page 9 under the “Key Data of the Funds” and page 46 under the Fees, Charges and Expenses in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information Annual Fee Trustee Revised Information 0.08% p.a. of NAV of the Fund, subject to a minimum of RM18,000 p.a. (excluding foreign custodian fees and charges). 0.06% p.a of the NAV of the Fund, subject to a minimum fee of RM6,000 p.a. (excluding foreign custodian fees and charges). This amendment is made to reflect the new annual trustee fee for Areca growthTRUST Fund. 7) The information below on Designated Person Responsible for the Management of the Funds on page 55 under the “The Manager: Areca Capital Sdn Bhd” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information Designated Person Responsible for the Management of the Funds Revised Information Mr. Danny Wong Teck Meng is the person responsible for the overall portfolio management of Areca equityTRUST Fund and Areca growthTRUST Fund including broad asset-class allocation and the nonequity portion of the Fund. UOB Asset Management (Malaysia) Berhad is the appointed external fund manager for the equity portfolio of the Areca equityTRUST Fund and Areca growthTRUST Fund. Mr. Danny Wong Teck Meng is also the person responsible for the management of Areca enhancedINCOME Fund. Mr. Edward Iskandar Toh is the designated person responsible for the management of Areca incomeTRUST Fund and Areca moneyTRUST Fund. Mr. Danny Wong Teck Meng is the person responsible for the overall portfolio management of Areca equityTRUST Fund including broad asset-class allocation and the non-equity portion of the Fund. UOB Asset Management (Malaysia) Berhad is the appointed external fund manager for the equity portfolio of the Areca equityTRUST Fund. Mr. Danny Wong Teck Meng is also the person responsible for the management of Areca growthTRUST Fund and Areca enhancedINCOME Fund. Mr. Edward Iskandar Toh is the designated person responsible for the management of Areca incomeTRUST Fund and Areca moneyTRUST Fund. This amendment is made to reflect the change of the designated Fund Manager for Areca growthTRUST Fund. 4 THIS FIRST SUPPLEMENTARY MASTER PROSPECTUS IS DATED 1 NOVEMBER 2015 WHICH HAS TO BE READ IN CONJUNCTION WITH THE MASTER PROSPECTUS DATED 21 MARCH 2015 8) The information below on page 57 under the “External Fund Manager: UOB Asset Management (Malaysia) Berhad” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information External Fund Manager: UOB Asset Management (Malaysia) Berhad Revised Information Areca Capital has appointed UOB Asset Management (Malaysia) Berhad (“UOBAM (M)”) as the fund manager for the equity portfolio of Areca equityTRUST Fund and Areca growthTRUST Fund. Areca Capital has appointed UOB Asset Management (Malaysia) Berhad (“UOBAM (M)”) as the fund manager for the equity portfolio of Areca equityTRUST Fund. This amendment is made as UOB Asset Management (Malaysia) Berhad is no longer the appointed external fund manager for Areca growthTRUST Fund. 9) The information below on page 58 under the “Maybank Trustees Berhad” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information Maybank Trustees Berhad Revised Information Maybank Trustees Berhad (“MTB”) is the Trustee for Areca incomeTRUST Fund, Areca equityTRUST Fund and Areca enhancedINCOME Fund, with its registered office at 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur Maybank Trustees Berhad (“MTB”) is the Trustee for Areca incomeTRUST Fund, Areca equityTRUST Fund, Areca growthTRUST Fund and Areca enhancedINCOME Fund, with its registered office at 8th Floor, Menara Maybank, 100 Jalan Tun Perak, 50050 Kuala Lumpur This amendment is made to reflect the appointment of Maybank Trustees Berhad as the trustee for Areca growthTRUST Fund. 10) The information below on page 65 under the “Deutsche Trustees Malaysia Berhad” in the Master Prospectus dated 21 March 2015 has been deleted entirely: Current Information Deutsche Trustees Malaysia Berhad Profile of Berhad Deutsche Revised Information Trustees Malaysia -Deleted- This amendment is made as Deutsche Trustees Malaysia Berhad has retired as a trustee for Areca growthTRUST Fund. 11) The information below on the maximum fees and charges permitted by the Deed for Areca growthTRUST Fund on page 69 under the “Salient Terms of the Deeds” in the Master Prospectus dated 21 March 2015 has been amended as follows: Current Information The maximum fees and charges – trustee fee Revised Information The maximum rate of the annual trustee fee for the Fund is 0.50% per annum of the NAV of the Fund before the deduction of the management fee and trustee fee for the relevant day, subject to a minimum of RM18,000 per annum (excluding foreign custodian fees and charges). The maximum rate of the annual trustee fee for the Fund is 0.50% per annum of the NAV of the Fund before the deduction of the management fee and trustee fee for the relevant day, subject to a minimum of RM6,000 per annum (excluding foreign custodian fees and charges). This amendment is made to reflect new minimum annual trustee fee. 5 THIS FIRST SUPPLEMENTARY MASTER PROSPECTUS IS DATED 1 NOVEMBER 2015 WHICH HAS TO BE READ IN CONJUNCTION WITH THE MASTER PROSPECTUS DATED 21 MARCH 2015 12) The information below on Deutsche Trustees Malaysia Berhad page 73 under the “Related-party Transaction and Conflict of Interest” in the Master Prospectus dated 21 March 2015 has been deleted entirely: Current Information Deutsche Trustees Malaysia Berhad Revised Information As the Trustee for the Fund, there may be related party transactions involving or in connection with the Fund in the following events: -Deleted- (1) Where the Fund invests in the products offered by Deutsche Bank AG and any of its group companies (e.g. money market placement, etc.); (2) Where the Fund has obtained financing from Deutsche Bank AG and any of its group companies, as permitted under the Securities Commission’s guidelines and other applicable laws; (3) Where the Manager appoints DBMB and/or DTMB to perform its back office functions (e.g. fund accounting and valuation and/or registrar and transfer agent); and (4) Where DTMB has delegated its custodian functions for the Fund to DBMB. DTMB will rely on the Manager to ensure that any related party transactions, dealings, investments and appointments are on terms which are the best that are reasonably available for or to the Fund and are on an arm’s length basis as if between independent parties. While DTMB has internal policies intended to prevent or manage conflicts of interests, no assurance is given that their application will necessarily prevent or mitigate conflicts of interests. DTMB's commitment to act in the best interests of the Unit Holders of the Fund does not preclude the possibility of related party transactions or conflicts. This amendment is made as Deutsche Trustees Malaysia Berhad has retired as a trustee for Areca growthTRUST Fund. 6 ADDITIONAL INVESTMENT FORM Please complete in BLOCK LETTERS and tick (√) where applicable. 1. PARTICULARS OF HOLDER(S) Principal Holder/Company Name: Holder Account No.: Joint Holder(s) (for individual account): Contact No.: 2. INVESTMENT DETAILS Regular Investment1: Lump Sum Investment Fund Name 2 Currency 10th of each month Gross Value 25th of each month Entry Fee3 (%) (Exclusive of GST4) FOR OFFICE USE Net Investment NAV 1 Please provide a copy of approved Standing Instructions from the bank. For transfer-in, please indicate Fund Name only. Entry Fee is also known as sales charge, upfront fee or front-end load. 4 GST is goods and services tax imposed pursuant to the Goods and Services Tax Act 2014. The entry fee is subject to the GST standard rate of 6%. 2 3 3. DECLARATION BY ACCOUNT HOLDER(S) Pursuant to the Guidelines on Sales Practices of Unlisted Capital Market Products issued by the Securities Commission Malaysia (SC), I/We hereby declare that I/We have been assessed by Areca Capital on the suitability assessment and confirm that there has been no been material change in the information since the last assessment. 4. WHOLESALE FUND DECLARATION I/We wish to invest into Wholesale Fund5(s). I/We hereby declare and confirmed that I/we am/are Sophisticated Investor6(s) as defined in the Guidelines on Unlisted Capital Market Products Under the Lodge and Launch Framework (“Guidelines”) issued by the SC. 5 Wholesale fund is defined in the Guidelines 6 Sophisticated Investor is defined in the Guidelines to mean any person who comes within any of the categories of investors set out in Part 1, Schedule 6 and 7 of the Capital Markets and Services Act 2007 5. FOREIGN CURRENCY FUND DECLARATION I/We wish to invest into foreign currency denominated Fund(s). I/we have read and fully understood and shall comply with the requirements of the rules of the Foreign Exchange Administration of the Bank Negara Malaysia (BNM), including but not limited to, the rules in relation to Domestic Ringgit Borrowing7, and/or other requirements of the BNM or any other relevant authorities from time to time. 7 Domestic Ringgit Borrowing is defined under the Notice 3: Investment in Foreign Currency Asset, issued by BNM Areca Capital Sdn. Bhd. (740840-D) 107, Block B, Pusat Dagangan Phileo Damansara 1, No.9 Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya, Selangor Darul Ehsan Tel: 603 – 7956 3111, Fax: 603 – 7955 4111, E-mail: invest@arecacapital.com Aug 2015 FORM 4 6. SETTLEMENT OPTION Cheque : Drawee Bank: Fund transfer from : MayBank Cheque No.: Amount (RM): Date & Time: Amount (RM): Others Transfer-in: Please include the Consent Letter and a copy of statement of Unit Holding from the transferor. 7. Cash not accepted Third party cheques and third party fund transfers are not accepted LOAN FINANCING RISK DISCLOSURE STATEMENT Investing in a Unit Trust Fund with Borrowed Money is More Risky than Investing with Your Own Savings. You should assess if loan financing is suitable for you in light of your objectives, attitude to risk and financial circumstances. You should be aware of the risks, which would include the following: a) The higher the margin of financing (that is, the amount of money you borrow for every ringgit of your own money that you put in as deposit or down payment) the greater the potential for losses as well as gains. b) You should assess whether you have the ability to service the repayments on the proposed loan. If your loan is a variable rate loan, and if interest rates rise, your total repayment amount will be increased. c) If unit prices fall beyond a certain level, you may be asked to provide additional acceptable collateral or pay additional amounts on top of your normal instalments. If you fail to comply within the time prescribed, your units may be sold to settle your loan. d) Returns on unit trusts are not guaranteed and may not be earned evenly over time. This means that there may be some years whe re returns are high and other years where losses are experienced. Whether you eventually realise a gain or loss may be affected by the timing of the sale of your units. The value of units may fall just when you want your money back even though the investment may have done we ll in the past. This brief statement cannot disclose all the risks and other aspects of loan financing. You should therefore carefully study the terms and conditions before you decide to take the loan. If you are in doubt in respect of any aspect of this risk disclosure statement or the terms of the loan financing, you should consult the institution offering the loan. 8. TERMS AND CONDITIONS a) Rights of the Areca Capital Sdn. Bhd. (“ACSB” or “the Company”) The Terms and Conditions herein are not exhaustive and the Company reserves the right to add, delete, vary or amend these Terms and Conditions at any time and from time to time at its sole and absolute discretion and the Account Holders hereby agree to any such additions, deletions, variations or amendments to the Terms and Conditions. Where there are conflicting terms, the terms in the relevant disclosure documents shall prevail. ACSB reserves the right to reject any investment application in whole or in part without assigning any reason. Rejected applicant will be notified and ACSB will refund the applicant money, made payable to the applicant, within 7 days from the date of receipt of the duly completed Investment Form. b) Anti-Money Laundering Statement The source of all funds paid by the Account Holder(s) to ACSB from time to time shall come from the Holders(s)’s legitimate source or business activity. Account Holder(s) must provide all information and documents required and declare that all particulars given are true and complete to allow ACSB to verify the Account Holder’s identity. ACSB shall not be held liable for any reason whatsoever and Account Holder(s) agree(s) to indemnify the Company from any losses whatsoever as a result or in connection with any delay or failure to process any application/transaction if such information and/or documents are not provided on time to the Company. ACSB reserves the right to reject any application if the Account Holder(s) is/are not able to prove the information and/or documents required or if the Account Holder(s) is/are found to have breached or incompliance with the laws, regulations and rules on Anti-Money Laundering and Anti-Terrorism Financing Act 2001 (AML/ATF) and ‘Know Your Customer’ policy of the Company. Rejected application will be notified. c) Application and Remittance All instructions, investments and transactions will be carried out according to the instructions of Authorised Signatory specified in the Account Opening Master Form or any subsequent written notice duly received by ACSB. Transactions are subject to the availability of units of the relevant unit trust fund(s). Payment may be made by telegraphic transfer, bank or online transfer, cheque or bank draft. All cheques/bank drafts must be made payable to “Areca Capital Sdn. Bhd.” and crossed ‘Account Payee Only’. A copy of the bank-in or transaction slip must be sent together with this Account Opening Master Form to ACSB. For all mode of payments, please ensure that the Account Holder’s name, Account Holder Number. (if known) and contact no. are written on the reverse side of the bank-in slip, transaction slip or other banking evidence. Cash payments, cash deposits and payments made by a third party are not accepted. Areca Capital Sdn. Bhd. (740840-D) 107, Block B, Pusat Dagangan Phileo Damansara 1, No.9 Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya, Selangor Darul Ehsan Tel: 603 – 7956 3111, Fax: 603 – 7955 4111, E-mail: invest@arecacapital.com Aug 2015 FORM 4 Units will be priced based on the Net Asset Value (NAV) calculated at the end of the business day upon receipt of the duly co mpleted Account Opening Master Form. Units will be credited upon clearance of payment, after deduction of the necessary fees, charges, taxes and other deductions, where applicable. d) Issuance of Official Receipt and Statement of Accounts A confirmation note will be issued to the Principal Holder within 10 business days from the date of investment under normal circumstances. Statement of Accounts detailing all active accounts will be issued to Principal Holder periodically. All items and balances shown in the confirmation notes and Statement of Accounts will be considered correct unless the Company is notified in writing of any discrepancy within 14 days from the date of the confirmation notes and Statement of Accounts. All notices, statements, vouchers, correspondence and other communications will be addressed to the Principal Holder only at the address herein. e) Transfer-In Transfer-in of units from another distributor to ACSB is only allowed when there is no change of beneficial owner including Joint Holder(s). It will take about two weeks to complete the transfer in process. The process will take longer as it is subject to the completeness of information/documents provided by Account Holder and transferor’s confirmation. f) Income Distribution and Reinvestment Policies Income distributions declared by the Manager of the unit trust fund shall be reinvested in new units of the same fund except where reinvestment is not allowed. g) Fees, Charges and Expenses The Account Holder(s) shall be responsible for the payment of any charges, fees, costs, expenses, taxes (if any) and other liabilities properly payable or incurred by ACSB and in holding or executing transaction in respect of any of the units. 9. SIGNATURE(S) I/We have read and fully understood the terms and conditions in this form and the Product Highlight Sheet and Disclosure Document of the respective unit trust funds. I/We further acknowledged that I/We are aware of and agree to the fees and charges incur directly or indirectly when investing in the Fund. I/We confirm that I/We have received a copy of the Product Highlight Sheet and Disclosure Document of the respective unit trust funds and have been assessed by ACSB on the suitability assessment. I/We confirm that the payment is remitted from my/our own/company account For corporate, please affix company’s stamp here Signature Signature Signature Name: Name: Name: NRIC/Passport No.: NRIC/Passport/Birth Certificate No.: NRIC/Passport/Birth Certificate No.: Date: Date: Date: Areca Capital Sdn. Bhd. (740840-D) 107, Block B, Pusat Dagangan Phileo Damansara 1, No.9 Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya, Selangor Darul Ehsan Tel: 603 – 7956 3111, Fax: 603 – 7955 4111, E-mail: invest@arecacapital.com Aug 2015 FORM 4 FOR ARECA AUTHORISED UNIT TRUST CONSULTANT USE AUTHORISED UNIT TRUST CONSULTANT DETAILS Signature/Initial: Unit Trust Consultant Code: Name: FOR OFFICE USE BY ACSB FOR AUTHORISED OFFICER USE ONLY Processed by: Transaction Date: Notes: COMPLIANCE OFFICER REVIEW Review by: Notes: Date: All duly signed written instructions must reach the business office of ACSB before 3.00pm for it to take effect on the same Business Day. Areca Capital Sdn. Bhd. (740840-D) 107, Block B, Pusat Dagangan Phileo Damansara 1, No.9 Jalan 16/11, Off Jalan Damansara, 46350 Petaling Jaya, Selangor Darul Ehsan Tel: 603 – 7956 3111, Fax: 603 – 7955 4111, E-mail: invest@arecacapital.com Aug 2015 FORM 4