Islamic Global Real Estate Securities Fund SPC - National Bank of ...

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Islamic Global Real Estate Securities Fundthe fund manager, the fund advisor AND their respective affiliates, arenot liable for losses related to any such investment risks. the fund is aseparate legal entity from the Distributor, the fund administrator, theFund Manager, the Fund advisor and their respective affiliates. The fundmanager will hold all of the voting shares of the fund. The shares beingoffered hereby are non-voting shares, meaning that, among other things,holders of the shares will not be entitled to vote for the election ofdirectors of the fund.The SHARES being offered to prospective INVESTORS are subject torestrictions on transfer and resale and may not be transferred or resoldexcept as permitted under the terms of this placement memorandum andthe articles of the fund AND, IN ANY CASE, SUBJECT TO APPLICABLE securitieslaws OR pursuant to registration or exemption therefrom. the fundis an open-ended fund, meaning that INVESTORS will have the right toredeem their shares on the terms and subject to the restrictions hereinspecified.No part of this placement memorandum constitutes financial, tax orlegal advice to any prospective investor. Each prospective investorshould consult such investor’s own financial advisor, legal counsel,shariah advisor and accountant as to financial, tax, legal, shariah andrelated matters concerning a proposed investment in the shares. Inaddition, although the fund will endeavor to ensure that its investmentscomply with the shariah criteria, no assurance can be given that all ofthe investments will at all times comform to such criteria or that suchcriteria, as approved by the shariah supervisory board, will be acceptableto other shariah advisors, including any shariah advisor to a prospectiveinvestor.No person or entity has been authorized to give any information orto make any representation relating to this offering on behalf of thedistributor, the fund administrator, the Fund Manager, the fund advisoror The fund other than the information and representations included inthis placement memorandum and, if given or made, such information orrepresentations must not be relied upon as having been authorized by thedistributor, the fund administrator, the Fund Manager, the fund advisoror the fund. Any offering literature provided to a prospective investorprior to, in conjunction with, or subsequent to, the delivery of thisplacement memorandum is subject in all respects to the terms, conditionsand provisions of this placement memorandum.Information relating to the fund is based on the beliefs of the distributor,the fund administrator, the Fund Manager, the fund advisor and thefund, as well as assumptions made by, and information currently availableto, the distributor, the fund administrator, the Fund Manager , the fundadvisor and the fund. when used in this placement memorandum, thewords “anticipate”, “believe”, “Estimate”, “intend”, and words or phrases ofsimilar import, as they relate to the fund or the investments to be madeby the fund, are intended to identify forward-looking statements. suchstatements reflect the current risks, uncertainties, and assumptionsrelated to certain factors including, without limitation, competitivefactors, general economic conditions, market conditions, one-timeevents, and other factors described herein, particularly in the sectionentitled “Certain Risk Factors”. based upon changing conditions, shouldany one or more of these risks or uncertainties materialize or should an
Private Placement Memorandumunderlying assumption prove incorrect, actual results may vary materiallyfrom those described herein as anticipated, believed, estimated, expectedor intended. the delivery of this placement memorandum does not implythat the information set forth herein is correct subsequent to the dateof this placement memorandum. the distributor, the fund administrator,the Fund Manager, the fund advisor and the fund do not intend to updatethese forward-looking statements.Each investor acquiring shares will be bound by the terms of theSUBSCRIPTION application signed by such investor. the fund is enteringinto, in each case on its own behalf and on behalf of each portfolio, adistribution agreement with the distributor, a management Agreementwith the Fund Manager, an administration agreement with thefund administrator, an advisory agreement with the fund advisor, astructuring advisory agreement with idara international ltd. anda services agreement with the bank of new york. In the event that anyterm, condition or other provision of the SUBSCRIPTION application, thedistribution agreement, the management agreement, the administrationagreement, the advisory agreement, the structuring advisory agreementor the services agreement is inconsistent with the description thereof inthis placement memorandum, such other document shall control.THE SHARES ARE OFFERED ONLY TO SOPHISTICATED INVESTORS. AN INVESTMENT INTHE SHARES DOES NOT CONSTITUTE A COMPLETE INVESTMENT PROGRAM. INVESTORSMUST FULLY UNDERSTAND AND BE WILLING TO ASSUME THE RISKS INVOLVED IN THEFund’s INVESTMENT PROGRAM. SUBSCRIBERS FOR SHARES WILL be required toREPRESENT THAT THEY ARE ACQUIRING THE SHARES FOR INVESTMENT PURPOSES ONLY.IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN andtheir professional advisors’ EXAMINATION OF THE FUND AND THE TERMS OF THEOFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. INVESTORS SHOULD BE AWARETHAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS OF THEIR INVESTMENT INTHE FUND FOR AN INDEFINITE PERIOD OF TIME.THIS PLACEMENT MEMORANDUM IS DATED MARCH 2008.
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