OAM2681 OVCT 2 Prospectus aw12 - Clubfinance

(n)
(o)
The Directors do not anticipate any circumstances arising
under which the calculation of the net asset value may be
suspended. Should the determination of net asset value
differ from that set out above then this will be
communicated to investors in the Company through a
Regulatory Information Service provider.
The Company does not intend to appoint an external
custodian and its assets (other than the Non-Qualifying
Investments) will be held in certificated form.
(s)
Shareholders who are direct or sponsored members of
Euroclear will then be able to dematerialise their Ordinary
Shares in accordance with the rules and practices instituted
by Euroclear. The Company will not issue temporary
documents of title.
Octopus, Lightsource and Singer have each given and not
withdrawn their written consents to the issue of this
document with the inclusion herein of their names in the
form and context in which they are included.
(p)
(q)
(r)
The Company will not conduct any significant trading activity.
The Company’s expected market competitors would be
other venture capital funds investing in the same sectors
and asset classes referred to in this document. The
Company confirms that it has taken all reasonable steps to
ensure that its auditors, James Cowper LLP, being
members of the Institute of Chartered Accountants in
England & Wales, are independent of it and has obtained
written confirmation from the auditors that they comply
with the guidelines on independence issued by their
national accounting and auditing bodies.
Definitive share certificates for the Ordinary Shares to be
allotted under the Offer will be issued in registered form
and are to be dispatched to Shareholders within 15
Business Days of allotment. The Company has applied to
Euroclear for the Ordinary Shares to be admitted to
CREST as a participating security. It is expected that the
admission of the Ordinary Shares to CREST as a
participating security will be effective from Admission.
17. Documents Available for Inspection
For the life of the prospectus the following documents (or
copies thereof) may be inspected at the registered office of the
Company during normal business hours on weekdays
(Saturdays, Sundays and public holidays excepted):
(a) the Memorandum and Articles of the Company;
(b) the material contracts referred to in paragraph 5 above;
(c)
the consent letters referred to at paragraph 16(s)
above; and
(d) this document.
28 January 2011
38