KPMG - IERE

Important Information
Investment in the Company will involve certain risks and special considerations. Investors should be able
and willing to withstand the loss of their entire investment. The investments of the Company are subject
to normal market fluctuations and the risks inherent in all investments and there can be no assurance
that an investment will retain its value or that appreciation will occur. The price of Shares and the
income from such Shares can go down as well as up and the investors may not realise the value of their
initial investment.
No broker, dealer or other person has been authorised by the Company or the Existing Shareholders
to issue any advertisement or to give any information or to make any representations in connection
with the offering or sale of Shares other than those contained in this Prospectus and, if issued, given
or made, such advertisement, information or representation must not be relied upon as having been
authorised by the Company.
Restrictions on sales
This Prospectus does not constitute, and may not be used for the purposes of, an offer, solicitation
or an invitation to subscribe for any Shares to any person in any jurisdiction (i) in which such offer
or invitation is not authorised; or (ii) in which the person making such an offer or invitation is not
qualified to do so; or (iii) to any person to whom it is unlawful to make such an offer or invitation.
The distribution of this Prospectus and the offering of the Shares in certain jurisdictions may be
restricted. Accordingly, persons into whose possession this Prospectus comes are required by the
Company, JPMorgan Cazenove and Citigroup to inform themselves about and to observe any
restrictions as to the offer or sale of Shares and the distribution of this Prospectus under the laws
and regulations of any territory in connection with any applications for Shares, including obtaining
any requisite governmental or other consent and observing any other formality prescribed in such
territory. No action has been taken or will be taken in any jurisdiction by the Company, the
Investment Manager, JPMorgan Cazenove, Citigroup or the Administrator that would permit a public
offering of the Shares in any jurisdiction other than Luxembourg or the United Kingdom where
action for that purpose is required, nor has any such action been taken with respect to the possession
or distribution of this Prospectus in any jurisdiction where action for that purposes is required other
than in Luxembourg or the United Kingdom.
The minimum aggregate amount which an investor will be entitled to subscribe under the Public
Offer is £2,000.
The Shares are subject to certain restrictions on transfer, and may not be reoffered, resold,
transferred, assigned, pledged or otherwise disposed of except as permitted by the Articles and as
provided in this Prospectus.
European Economic Area
In relation to each Member State that has implemented the Prospectus Directive (each, a ‘‘Relevant
Member State’’), with effect from and including the date on which the Prospectus Directive is
implemented in that Relevant Member State (the ‘‘Relevant Implementation Date’’), an offer of Shares
may not be made to the public in that Member State prior to notification of this Prospectus by the
CSSF to the competent authority in that Relevant Member State, all in accordance with the
Prospectus Directive. The Shares may be offered and this Prospectus may be distributed to the public
in Luxembourg and in the United Kingdom. In addition, with effect from and including the Relevant
Implementation Date, the Shares may be offered to the public in any other Relevant Member State
at any time under the following exemptions under the Prospectus Directive, if they have been
implemented in that Relevant Member State:
* to qualified investors within the meaning of article 2(1)(e) of the Prospectus Directive
(‘‘Qualified Investors’’); or
* by the Joint Global Co-ordinators, the Investment Manager or the Company, to fewer
than 100 natural or legal persons per member State, other than Qualified Investors; or
* in any other circumstances that do not require the publication of a Prospectus pursuant to
article 3 of the Prospectus Directive,
provided that no such offer of Shares results in a requirement for the publication by the Company,
the Joint Global Co-ordinators or the Investment Manager of a prospectus pursuant to article 3 of
the Prospectus Directive.
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