Regulation 10AA

subject to paragraph (3), contain the provisions set out in paragraph (2); and

contain the additional provisions set out in paragraph (4).

to issue, redeem or repurchase units in the scheme at a price equal to the proportion of the net asset value of the non-umbrella VCC represented by each unit, in accordance with the Code on Collective Investment Schemes, after adding or subtracting (as the case may be) any fees and charges in accordance with the constitution;

at the request of a participant of the scheme, to purchase from the participant units in the scheme that the participant has subscribed for or acquired;

to prepare or cause to be prepared —

semi-annual accounts and annual accounts relating to the scheme in the language of the prospectus; and

semi-annual reports and annual reports relating to the scheme in the language of the prospectus,in accordance with the Code on Collective Investment Schemes; and

to entrust all the property of the scheme to an approved trustee that is the custodian of the scheme for safekeeping in accordance with the requirements mentioned in regulation 7A(1).

the scheme is an arrangement —

under which units that are issued are exclusively or primarily non-redeemable at the election of the holders of the units; and

that is mentioned in paragraph (aa) or (b) of the definition of “closed-end fund” in section 2(1) of the Act;

the units of the scheme the offer of which requires a prospectus are listed for quotation on an approved exchange within 30 days after the prospectus is registered by the Authority;

the advertising and marketing materials (including the prospectus mentioned in sub-paragraph (b)) in relation to the scheme contain the following:

a statement to the effect that a participant in the scheme has no right to request the non-umbrella VCC to redeem or purchase any of the participant’s units in the scheme for the period in which the units in the scheme are listed for quotation on an approved exchange;

a warning to any prospective investor that the listing for quotation of the units in the scheme on an approved exchange does not guarantee a liquid market for the units; and

the constitution contains provisions that bind the responsible person for the scheme to offer to purchase the participants’ units in the scheme, in accordance with the provisions of the constitution and the requirements set out in the Second Schedule, if the units in the scheme —

are suspended from trading for at least 60 calendar days on all approved exchanges on which the units have been listed for quotation; or

cease to be listed for quotation on all approved exchanges on which the units have been listed for quotation.

provisions setting out the following particulars:

the structure of the scheme;

the nature of the units in the scheme;

the investment objectives of the scheme;

the types of authorised investments and investment restrictions applicable to the scheme, including those that are applicable by virtue of the Code on Collective Investment Schemes;

provisions setting out the precise information as to the circumstances in which the money, securities, securities-based derivatives, units in a collective investment scheme, investments and other property attributable to the scheme are or are to be vested in the custodian;

provisions for and specifying full particulars with respect to —

the retirement, removal and replacement of a director of the non-umbrella VCC;

the retirement, removal and replacement of the manager of the non-umbrella VCC;

the retirement, removal and replacement of the custodian of the non-umbrella VCC; and (iv)the duration (if ascertainable) of the scheme or, if the duration is not ascertainable, a statement of that fact;

where the scheme invests in property that tends to depreciate in value through use or effluxion of time and —

if provision is made or to be made for the replacement of the property — provisions regarding particulars of such provision and each source from which the replacement is to be made or the cost of the replacement is to be met; or

if no provision is made or is to be made — a statement of that fact;

provisions specifying full particulars of —

the method of determining the price at which a unit in the scheme issued by the non-umbrella VCC may be sold by its manager;

the circumstances in which the non-umbrella VCC or any other person may be required to purchase from a participant of the scheme any unit subscribed for or acquired by the participant;

the method of valuation of any investment comprised in the scheme and the time of day when valuation is to be made;

the circumstances in which, and the methods by which, all or any of the investments or other property comprising or forming part of the scheme may be varied;

the conditions governing the transfer of units in the scheme;

the conditions governing the distribution of income to the participants of the scheme; and

any fees or charges payable by the scheme or participants of the scheme;

provisions requiring the prior approval of the directors of the non-umbrella VCC for any change to the particulars to which sub-paragraph (e)(i), (ii) and (iii) relates, and requiring the directors to determine if the participants of the scheme should be informed of such changes;

provisions relating to the convening of meetings of the participants of the scheme;

provisions incorporating, whether by way of annex or otherwise, the terms and form of any agreement which the non-umbrella VCC requires, or confers a right on, the participants of the scheme to enter into in connection with the scheme;

provisions relating to details of the scheme’s borrowing limits and borrowing powers, including stock borrowings;

provisions specifying the party to whom interest on monies held by the manager or custodian of the scheme pending payment to the non-umbrella VCC should accrue;

where applicable, provisions regarding a regular savings plan incorporated into the scheme or enabling such a plan to be incorporated; and

where the constitution is capable of modification, provisions relating to the modification of the constitution.