Prospectus Of Clerical Medical Open Ended Investment Company ...

THE SERVICE PROVIDERS
The Authorised Corporate Director (ACD)
The authorised corporate director of the Company is Clerical Medical Investment Fund
Managers Limited (the "Authorised Corporate Director" or "ACD"). The ACD is a private
limited company, incorporated in England and Wales on 19 February 1993 with registered
number 2792006. The head office of the ACD is at 1 Lovell Park Road, Leeds, West
Yorkshire LS1 1NS. The amount of the ACD's issued share capital as at the date of this
Prospectus is 20,000,000 ordinary shares of £1 each, each fully paid. The ultimate holding
company of the ACD is Lloyds Banking Group plc, which is incorporated in Scotland and
whose company number is SC095000.
The ACD is authorised to carry on regulated activities in the United Kingdom by the FCA of
25 The North Colonnade, Canary Wharf, London E14 5HS.
When managing investments of the Company, the ACD will not be obliged to make use of
information which in doing so would be a breach of duty of confidence to any other person or
which comes to the notice of an employee or agent of the ACD but properly does not come
to the notice of an individual managing the assets of the Company.
The ACD is entitled to be indemnified by the Company against liabilities incurred in acting as
the ACD of the Company to the extent permitted by the OEIC Regulations and the COLL
Sourcebook.
The ACD provides its services to the Company under the terms of a Service Agreement. The
Service Agreement will terminate with immediate effect if the ACD ceases to hold office as
such. In addition, the Company may by ordinary resolution remove any director
notwithstanding anything in this Prospectus or in any agreement between the Company and
such director. Such removal shall take effect only upon the satisfaction of either of the
conditions appearing in Regulation 21(3) of the OEIC Regulations and shall be without
prejudice to any claim such director may have for damages for breach of any such
agreement. The resolution mentioned in this paragraph may not be moved at a meeting
unless notice of the intention to move such a resolution has been given to the Company at
least 28 days before the meeting.
Shareholders may inspect and obtain a copy of the Service Agreement from the ACD at its
head office.
The Company has no other directors.
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