Threadneedle Prospectus - Threadneedle Investments

Threadneedle (Lux) SICAV Prospectus
The SICAV constitutes one single collective investment scheme
with separate Portfolios. Each Portfolio, however, is deemed
a separate entity vis-à-vis third parties and creditors and is
exclusively liable for its own debts and obligations.
Notwithstanding the above, pursuant to general guidelines and
policies adopted by the Directors from time to time, if the
Directors consider that another method of valuation would more
accurately reflect the value at which it is expected that the
securities or other investments may be resold, the method used
to value such securities or other investments, whether on each
Valuation Date, or on any particular Valuation Date, may be
adjusted by or under the direction of the Directors, in their sole
and absolute discretion.
In addition, if on any Valuation Date the aggregate transactions in
Shares of a Portfolio result in a net increase or decrease of Shares
which exceeds a threshold set by the Directors from time to time
for that Portfolio, the investments will be valued on an offer or bid
price basis, as appropriate. The investments will be valued on an
offer price basis if there is a net increase in Net Assets of the
Portfolio (net subscription) above the threshold. On the other hand,
the investments will be valued on a bid price basis if there is a net
decrease in Net Assets of the Portfolio (net redemption) above the
threshold. Furthermore the valuations may take into account
applicable dealing costs and/or fiscal charges, to reflect more fairly
the value of the investments in the circumstances.
The Net Asset Value per Class of each Portfolio is determined by
dividing the value of the total assets of the Portfolio properly
allocable to such Class of Shares, less the liabilities of such
Portfolio properly allocable to such Class of Shares by the total
number of Shares of such Class outstanding on the Valuation Date.
If the Net Asset Value per Share is certified by an authorised
officer or representative of the SICAV, any such certification shall
be conclusive except in the case of manifest error.
performance fees and to Classes BU, XU, XE, XUH, XEH, XGH,
XFH, XSH, WS, M and MGH for which charges are described
directly in the body of this Prospectus). In addition, each Portfolio
pays all other expenses incurred in the operation of the SICAV,
including, among other things, taxes, expenses for legal and
auditing services, costs of printing proxies, stock certificates,
Shareholders’ reports and notices, Prospectuses and Key Investor
Information and other promotional expenses, fees and charges of
the Custodian and its correspondents, and of the Domiciliary
Agent, Administrative Agent, Registrar and Transfer Agent and of
any paying agent, expenses of the issue and redemption of
Shares, registration fees and expenses in various jurisdictions,
listing fees, fees of unaffiliated directors of the SICAV, expenses
of the Directors and officers of the SICAV and the Sub-Advisors
relating to attendance at meetings of the Directors and of the
Shareholders of the SICAV, translation costs, accounting and
pricing costs (including the calculation of Net Asset Value per
Share), insurance, litigation and other extraordinary or nonrecurring
expenses, and all other expenses properly payable by
the SICAV. Such other expenses will be allocated to each Portfolio
having regard to the asset size of each Portfolio outstanding.
Certain Classes of Shares of each Portfolio may also be subject to
a shareholder servicing fee accrued daily and payable monthly at
the annual rates indicated in Appendices C, D and E (except with
respect to Classes BU, XU, XE, XUH, XEH, XGH, XFH, XSH, WS,
M and MGH for which charges are described directly in the body
of this Prospectus). Such shareholder servicing fees and related
expenses of shareholder servicing of each Portfolio will also be
allocated to such Portfolio.
The Custodian, Domiciliary and Administrative Agent is entitled to
receive a fee up to 0.20% per annum calculated quarterly as a
percentage of the average Net Asset Value of each Share Class
within each Portfolio.
The custody, domiciliary and administration fees are accrued daily
and paid monthly.
Interest receivable on debt securities held by a Portfolio is
accrued daily and dividends receivable are accrued as of the
relevant ex-dividend dates.
Net Asset Value Publication
The Net Asset Value per Class of each Portfolio and the offering and
redemption prices shall be available at the registered office of the
SICAV. The SICAV may arrange for the publication of this information
in leading financial newspapers or as otherwise required by applicable
law. The SICAV cannot accept any responsibility for any error or
delay in publication or for non-publication of a Net Asset Value.
Fees and Expenses
Portfolio Operating Expenses
Each Portfolio pays the portfolio charges described under
Appendices C, D, E and F below (except with respect to
The Management Company is entitled to receive for its services
to the SICAV a fee up to 0.09% per annum of the net assets of
each Portfolio computed on each Valuation Date and payable
monthly in arrears (the “service fee”), with the exception of
Classes WS, M and MGH where such service fee is up to 0.06%
and of Classes XU, XE, XUH, XEH, XGH, XFH and Class XSH
where there is no such service fee.
Furthermore, the Management Company is entitled to receive an
Asset Management Fee as more fully described in Appendices C,
D, E and F herein (except with respect to Classes BU, XU, XE,
XUH, XEH, XGH, XFH, XSH, WS, M and MGH for which charges
are described directly in the body of this Prospectus). The fee will
be accrued daily and paid monthly.
The Management Company will be responsible for paying ongoing
sub-advisory fees to the Sub-Advisors out of this fee. The actual
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