Prospectus Of Clerical Medical Open Ended Investment Company ...

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London EC4M 9HH Business Address Edinburgh One 60 Morrison Street Edinburgh EH3 8BE Auditors PricewaterhouseCoopers LLP Atria One 144 Morrison Street Edinburgh EH3 8EX Administrator and Registrar The Bank of New York Mellon (International) Limited Registered office One Canada Square London E14 5AL Administration office BNY Mellon House Ingrave Road Brentwood Essex CM15 8TG (the register of shareholders can be inspected at this address) 4
Clerical Medical Open Ended Investment Company THIS DOCUMENT IS IMPORTANT The authorised corporate director of the Company, Clerical Medical Investment Funds Limited ("the ACD"), is the person responsible for the information contained in this Prospectus. To the best of the knowledge and belief of the ACD (having taken all reasonable care to ensure that such is the case) the information contained herein does not contain any untrue or misleading statement or omit any matters required by the FCA Rules to be included in it. It accepts responsibility accordingly. A copy of this Prospectus has been sent to each of the Financial Conduct Authority and the Depositary. No person has been authorised by the Company to give any information or to make any representations in connection with the offering of Shares other than those contained in this Prospectus or any key features leaflet or key investor information document or supplementary investor information document prepared by the ACD and, if given or made, such information or representations must not be relied on as having been made by the Company. The delivery of this Prospectus (whether or not accompanied by any reports) or the issue of Shares shall not, under any circumstances, create any implication that the affairs of the Company have not changed since the date hereof. The distribution of this Prospectus and the offering of Shares in certain jurisdictions may be restricted. Persons into whose possession this Prospectus comes are required by the Company to inform themselves about and to observe any such restrictions. This Prospectus does not constitute an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. The shares which are described in this Prospectus have not been and will not be registered under the United States Securities Act of 1933, the United States Investment Company Act of 1940 or the securities laws of any of the states of the United States of America and may not be directly or indirectly offered or sold in the United States of America to or for the account or benefit of any U.S. Person, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the United States Securities Act of 1933, the United States Investment Company Act of 1940 and similar requirements of such state securities laws. Neither the Clerical Medical Open Ended Investment Company nor any of its subfunds have been or will be registered under the United States Investment Company Act of 1940, as amended. Investment in shares by or on behalf of US Persons is not permitted. For the purposes of this Prospectus the terms “US” and “US Person” shall have the following meaning: “US” the United States of America (including any states thereof and the District of Columbia), its territories, possessions and all other areas subject to its jurisdiction; “US Person” unless otherwise determined by the ACD: (i) a resident of the US; (ii) a partnership, limited liability company, corporation or other entity organised in or under the laws of the US or any state or other jurisdiction thereof or any entity taxed as such or required to file a tax return as such under the US Federal income tax laws; 5
Page 1 and 2: Prospectus Of Clerical Medical Open
Page 3: DIRECTORY Authorised Corporate Dire
Page 7 and 8: CONSTITUTION Clerical Medical Open
Page 9 and 10: Details of the directors of the ACD
Page 11 and 12: The Custodian The Depositary has de
Page 13 and 14: Should any shareholder require evid
Page 15 and 16: • Any other property will be valu
Page 17 and 18: On the occasions when the dilution
Page 19 and 20: • Applications may be made by com
Page 21 and 22: The ACD will waive the limits relat
Page 23 and 24: (or, if that day is not a business
Page 25 and 26: not issue new shares as part of tha
Page 27 and 28: 2. which would require the Company,
Page 29 and 30: DISTRIBUTIONS AND ACCUMULATION The
Page 31 and 32: THE FEES AND EXPENSES OF THE ACD AN
Page 33 and 34: THE FEES AND EXPENSES OF THE DEPOSI
Page 35 and 36: OTHER PAYMENTS OF THE COMPANY The f
Page 37 and 38: RISK FACTORS (a) Market Risk The in
Page 39 and 40: segregated liability is relatively
Page 41 and 42: (o) Anticipated Tracking Error The
Page 43 and 44: Shareholders who are UK resident no
Page 45 and 46: een utilised, there may be tax cons
Page 47 and 48: VOTING Voting rights Entitlement to
Page 49 and 50: In certain cases (for example, the
Page 51 and 52: On completion of a winding up of th
Page 53 and 54: The ACD and other companies within
Page 55 and 56:
issues (ESMA/2012/832EN). Where a F
Page 57 and 58:
APPENDIX I FUND DETAILS Name: Inves
Page 59 and 60:
Share Classes: track the performanc
Page 61 and 62:
APPENDIX II INVESTMENT AND BORROWIN
Page 63 and 64:
In applying the limits above not mo
Page 65 and 66:
voting rights in that body corporat
Page 67 and 68:
Efficient portfolio management The
Page 69 and 70:
(i) for transactions undertaken to
Page 71 and 72:
APPENDIX III ELIGIBLE SECURITIES MA
Page 73 and 74:
APPENDIX IV PAST PERFORMANCE 30/05/
Page 75 and 76:
Scottish Widows’ Fund and Life As
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Prospectus Of Clerical Medical Open Ended Investment Company ...

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