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GUILD CAPITAL ASSET MANAGEMENT
 

GUILD CAPITAL ASSET MANAGEMENT

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    GUILD CAPITAL ASSET MANAGEMENT GUILD CAPITAL ASSET MANAGEMENT Document Transcript

    • GUILD CAPITAL ASSET MANAGEMENT GUILD CAPITAL AUSTRALIAN EQUITIES FUND PRODUCT DISCLOSURE STATEMENT Equity Trustees Limited (ABN 46 004 031 298 AFSL 240975) - the Responsible Entity Guild Capital Asset Management Limited (ACN 114 423 362, AFSL 290409) – the Investment Manager Date issued 11 March 2010
    • This Product Disclosure Statement (PDS) is for the Guild Capital Australian Equities Fund (ARSN 116 415 813) (the ‘Fund’) and was issued on 11 March 2010. Units in the Fund offered under this PDS are: • Retail class units, referred to throughout this PDS as ‘Retail Units’ (APIR GCA0001AU); and • Wholesale class units, referred to throughout this PDS as ‘Wholesale Units’ (APIR GCA0002AU). This PDS has been prepared and issued by Equity Trustees Limited (ABN 46 004 031 298, Australian Financial Services Licence (AFSL) 240975) in its capacity as the Responsible Entity of the Fund (referred to throughout this PDS as the ’Responsible Entity‘, ’EQT‘, ’us‘ or 'we'). The Investment Manager of the Fund is Guild Capital Asset Management Limited (ACN 114 423 362, AFSL 290409), and is referred to throughout this PDS as 'GCAM' or ‘the Investment Manager’. The research provider contracted by GCAM is CP2 Limited (ABN 88 077 750 004, AFSL 246803) and is referred to throughout this PDS as ‘CP2’. This PDS is prepared for your general information only. It is not intended to be a recommendation by the Responsible Entity, any associate, employee, agent or officer of the Responsible Entity or any other person to invest in the Fund. This PDS does not take into account the investment objectives, financial situation or needs of any particular investor. You should not base your decision to invest in the Fund solely on the information in this PDS. You should consider the suitability of the Fund in view of your financial position and investment objectives and needs and you may want to seek financial advice before making an investment decision. The Responsible Entity has authorised the use of this PDS as disclosure to investors and prospective investors who invest directly in the Fund, as well as investors and prospective investors of an investor directed portfolio service, master trust, wrap account or an investor directed portfolio service-like scheme (‘IDPS’). This PDS is available for use by persons applying for Units through an IDPS (‘Indirect Investors’). The operator of an IDPS is referred to in this PDS as the ‘IDPS Operator’ and the disclosure document for an IDPS is referred to as the ‘IDPS Guide’. If you invest through an IDPS, your rights and liabilities will be governed by the terms and conditions of the IDPS Guide. Indirect Investors should carefully read the IDPS Guide before investing in the Fund. Indirect Investors should note that they are directing the IDPS Operator to arrange for their money to be invested in the Fund on their behalf. Indirect Investors do not become Unit holders in the Fund or have rights of Unit holders. The IDPS Operator becomes the Unit holder in the Fund and acquires these rights. The IDPS Operator can exercise or decline to exercise the rights on an Indirect Investor’s behalf according to the arrangement governing the IDPS. Indirect Investors should refer to their IDPS Guide for information relating to their rights and responsibilities as an Indirect Investor, including information on any fees and charges applicable to their investment. Information regarding how Indirect Investors can apply for Units (including an application form where applicable) will also be contained in the IDPS Guide. EQT accepts no responsibility for IDPS Operators or any failure by an IDPS Operator to provide Indirect Investors with a current version of this PDS as provided by EQT or to withdraw the PDS from circulation if required by EQT. Please ask your financial adviser if you have any questions about investing in the Fund (either directly, or indirectly through an IDPS). The Responsible Entity, the Investment Manager and their respective employees, agents or officers do not guarantee the success, repayment of capital or any rate of return on income or capital or the investment performance of the Fund. Past performance is no indication of future performance. Units are offered and issued by the Responsible Entity on the terms and conditions described in this PDS. You should read this PDS in its entirety because you will become bound by it if you become an investor in the Fund. The offer made in this PDS is available only to persons receiving this PDS in Australia (electronically or otherwise). If you received this PDS electronically we will provide a paper copy free upon request during the life of this PDS. Please call the GCAM Client Services team on 1300 855 793 for a copy. Certain information in this PDS is subject to change. We will notify investors in writing of any changes that have a materially adverse impact or other significant events that affect the information in this PDS. Any updated information which is not materially adverse may be obtained: • by calling GCAM Client Services on 1300 855 793; or • on GCAM’s website at www.guildcapital.com.au A paper copy of the updated information will be provided free of charge on request. Unless otherwise stated, all fees quoted in the PDS are inclusive of GST, after allowing for an estimate for Reduced Input Tax Credits (‘RITCs‘), and all dollar amounts are quoted in Australian dollars. To the extent permitted by law, EQT expressly disclaims all liability for any loss arising from omissions or errors contained in this PDS. 2
    • Contents We hope you find this document easy to use. We encourage you to read it all before you make any investment decision and to obtain professional advice. Glossary of Terms .............................................................................................................. 4 The Fund at a Glance......................................................................................................... 5 About the Responsible Entity.............................................................................................. 6 About the Investment Manager........................................................................................... 6 About the Guild Capital Australian Equities Fund ............................................................... 7 What are the Risks? ......................................................................................................... 10 Fees and Other Costs ...................................................................................................... 12 Investing and Withdrawing................................................................................................ 17 Distributions and correspondence .................................................................................... 20 Taxation............................................................................................................................ 22 Other Important Information.............................................................................................. 24 Anti Money Laundering..................................................................................................... 28 Application Form............................................................................................................... 31 3
    • Glossary of Terms Term Description Application Form The Application Form used by investors who wish to subscribe for Units directly in the Fund (and not indirectly through an IDPS) and accompanying this PDS. AML/CTF Act The Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) and the Anti-Money Laundering and Counter-Terrorism Financing Regulations, Rules and Instruments, as amended from time to time. ASX Australian Securities Exchange. ASIC Australian Securities and Investments Commission. Asset Class A category of financial assets. The major asset classes are shares, property, fixed interest securities and cash. Benchmark S&P/ASX 300 Accumulation Index. Business Day Any day, other than a Saturday or a Sunday, on which banks are open for general banking business in Melbourne. Constitution Means the constitution of the Fund, as amended from time to time. Corporations Act Corporations Act 2001 (Cth) and Corporations Regulations 2001 (Cth), as amended from time to time. Derivatives Generally, a Derivative is a financial contract whose value depends upon, or is derived from, the value of an underlying asset, reference rate or index. Derivatives may relate to securities, bonds, interest rates, currencies or currency exchange rates, commodities, and related indexes. Examples include options contracts, futures contracts, options on futures contracts, and swap agreements. Fund Guild Capital Australian Equities Fund (ARSN 116 415 813). GST Goods and Services Tax as defined in the A New Tax System (Goods and Services Tax) Act 1999 (Cth). IDPS Investor directed portfolio service. An IDPS is generally the vehicle through which an investor purchases a range of underlying investment options from numerous investment managers, with the IDPS Operator providing the investor with consolidated and streamlined transaction statements and other reporting. References to IDPS in this document include master trusts, wrap accounts and other IDPS-like schemes. IDPS Operator An entity that operates and offers an IDPS. Indirect Investor A person who invests indirectly in Units through an IDPS. Net Asset Value or NAV In the context of the Fund, the total value of the Fund's assets less the Fund’s liabilities. In the case of a class of Units, the value of the Fund’s assets referrable to the class less the Fund’s liabilities referrable to that class. For the purpose of calculating the NAV of the Fund or a class of Units, liabilities exclude the liability ‘Net assets attributable to Unit holders’. Performance Fee The performance fee expense that may be payable from the assets of the Fund when certain circumstances are met. Refer to ‘Fees and Other Costs’ on page 13 for further information. Retail Client A person or entity as defined under section 761G of the Corporations Act. RITC Reduced Input Tax Credit. In its capacity as Responsible Entity, EQT will claim RITCs on behalf of the Fund where applicable to reduce the GST cost to the Fund. Unit An undivided share in the interest in the Fund. Wholesale Client A person or entity as defined under section 761G of the Corporations Act. 4
    • The Fund at a Glance This is a summary of the key features of the Fund. You should read the entire PDS for full details before investing in the Fund. Name of Fund Guild Capital Australian Equities Fund (ARSN 116 415 813) APIR • Retail Units - GCA0001AU • Wholesale Units - GCA0002AU Investment objective1 To increase the wealth of investors by outperforming the Benchmark, after fees and expenses, over the long term Investor profile This Fund may suit your investment needs and risk profile if you: • are seeking long term capital growth with some income • accept a potential change in value of your investment in line with fluctuations in the share market • have an investment horizon of 5-7 years Benchmark S&P/ASX 300 Accumulation Index Minimum initial investment2 • Retail Units - $10,000 • Wholesale Units - $250,000 Minimum additional investment2 $2,500 Minimum withdrawal2 $2,500 Minimum balance2 $5,000 – Retail $200,000 - Wholesale Cut off time for applications and 2.00 p.m. on any Business Day for receipt of that day’s Unit price withdrawals Access to your money3 Within 7 Business Days Distributions Half yearly (usually within 3 weeks from 30 June and 31 December) Valuation of underlying investments and Unit pricing Daily frequency Estimated Management Costs4 • Retail Units - 1.4965% • Wholesale Units - 1.025% Plus in certain circumstances a Performance Fee equal to 20% of the Fund’s return above the Benchmark may also be payable to the Investment Manager. Buy/Sell Spread Buy 0.30% / sell 0.30%, which may be changed at the discretion of the Responsible Entity Recommended investment A minimum of 5 to 7 years timeframe 1 The investment objective is not intended to be a forecast. It is only an indication of what the investment strategy aims to achieve. The Fund may not achieve its investment objective. Returns are not guaranteed. 2 The Responsible Entity may in its discretion accept lower initial or additional investment amounts, together with the minimum balance and minimum withdrawal amounts, at any time without prior notice to investors. 3 Refer to the section called ‘When you want to withdraw’ on page 19 for additional information. 4 The Estimated Management Costs are expressed as a percentage of NAV of the Fund. This includes GST after an allowance is made for RITCs. Refer to the section called ‘Fees and Other Costs’ on page 12 for additional information. 5
    • About the Responsible Entity Equity Trustees Limited Equity Trustees Limited (EQT) was established in 1888, by an Act of the Victorian Parliament, to provide trustee and executor services. The company has evolved into a sophisticated financial services provider, offering a broad range of products and services to a diverse client base. In addition to traditional trustee and estate management duties, the EQT range of services includes portfolio management, superannuation, philanthropy services and responsible entity services for external fund managers. EQT’s responsibilities and obligations as the responsible entity of the Fund are governed by the Constitution as well as the Corporations Act and general trust law. EQT is committed to acting in the best interests of its clients by utilising wealth management solutions over a range of Asset Classes, carrying different risk profiles. About the Investment Manager The Fund combines the portfolio management expertise of the Investment Manager Guild Capital Asset Management Limited (GCAM), and the investment analysis of CP2 (formerly Capital Partners Pty Limited). These two teams have been working together in a symbiotic relationship for over nine years resulting in the successful management of the Fund. The teams have a very strong working relationship and have independently demonstrated their ability to produce investment outperformance over the longer term. Both share the same investment philosophy which is central to maximising investors’ wealth. GCAM and the Guild Group GCAM is a subsidiary of Guild Group Holdings Limited. Guild Group Holdings Limited and its subsidiaries (the ‘Guild Group’), are an Australian group of companies focused on providing insurance and financial solutions to healthcare and child care professionals. GCAM was established in May 2005 to provide its client base, and the external market, with the opportunity to access the investment expertise of the Guild Group investment team. The Guild Group’s business model is centred on providing its clients with high quality products together with exceptional customer service. The establishment of GCAM and the offering of this Fund are consistent with this business model. CP2 CP2 was established in 1997 with the aim of fulfilling the market’s need for rigorous, disciplined and insightful investment analysis and advice. A strong record of high quality research saw CP2 build a substantial client base of leading Australian and international fund managers and expand its product offering from research only to institutional asset management. It now manages a substantial amount on behalf of pension fund clients globally. CP2 ceased providing research to external dealer groups in 2006 to focus on its investment management operations. Further information about CP2 can be found on its website www.cp2.com or by calling 61 2 8274 5900. 6
    • About the Guild Capital Australian Equities Fund This Fund provides an exposure to a broad range of high quality securities listed on the Australian Securities Exchange (ASX). There may, from time to time, also be some exposure to cash and some use of Derivatives. The aim of the Fund is to increase the wealth of investors by outperforming the S&P/ASX 300 Accumulation Index, the Fund’s Benchmark, after fees and expenses, over the long term. Investment management techniques for the Fund are aimed at reaching what GCAM considers to be an acceptable balance between risk and return for a fund such as this. The focus of the Fund is on total return, with emphasis on capital growth and some income. This Fund is a unit trust. In exchange for your invested money you are issued Units. Certain rights (such as a right to any income and a right to vote) attach to your Units. Investment philosophy GCAM’s investment philosophy centres on: Long term wealth creation GCAM does not believe in trying to build wealth overnight, but rather seeks to continually identify investments which it considers to be mispriced by the market and is confident will realise their potential over the long term. Capital preservation GCAM believes that avoiding capital loss is critical to building long term wealth and will avoid core investments where there is high potential for this to occur, regardless of the potential returns. Disciplined investment process GCAM believes that the disciplined application of a rigorous investment process is key to achieving superior investment outcomes. The process relies on detailed research and is designed to allow GCAM to identify investment opportunities that others have missed. High Quality Businesses and Special Opportunities GCAM classifies its investments into three categories: 1. Value-adders - Businesses that can sustain reinvestment of their surplus capital at rates of return in excess of the cost of capital; 2. Impregnable franchises - Businesses that are highly resistant to economic cycles; and 3. Special Opportunities - Ordinary businesses currently out of favour. High quality businesses, the ‘value-adders’ and ‘impregnable franchises’, constitute the core holdings in the portfolio. GCAM invests in these businesses as it considers that they have a good potential to deliver predictable and superior investment returns, consistent with GCAM’s philosophy of long-term wealth creation and capital preservation. ‘Value adders’ and ‘impregnable franchisees’ generally also allow for longer holding periods, thereby reducing transaction costs and tax events. Risk Adjusted Returns For a given level of risk, a security has an expected return. Whilst it can be tempting to make riskier investments in pursuit of higher returns, GCAM believes that an investment manager only adds value through selecting securities that will deliver a return above that which is commensurate to their risk level. The chart below of the “Security Market Line” (“SML”) illustrates this point. Investments that sit on the SML are fairly valued by the market. Where the market underestimates an investment’s future cash flow generation or overestimates its risk, the investment will sit above the SML. Such situations represent opportunities to purchase securities at below their intrinsic value. Over time, as the market comes to appreciate the true cash flow generation or risk of such an asset, its price will appreciate to see it trade at its intrinsic or fair market value, thereby generating superior investment returns. 7
    • Return Investment 4 Security Market Line Investment 5 Investment 2 Investment 3 Risk Free Investment 1 Investment at Fair Market Value Rate Investment Opportunity Risk Investment process The portfolio construction process focuses primarily on selecting high quality businesses that can be purchased at a discount to their intrinsic value. In making an investment, GCAM must also have a high level of conviction that the share price will reach the assessed value over time. Additionally, GCAM may occasionally invest in non-core securities to take advantage of what they believe to be short term, out of favour, opportunities. Portfolio weightings are determined according to GCAM’s view of the relative discount to intrinsic value at which businesses can be purchased, with those trading at a larger discount typically carrying larger weightings in the portfolio. The majority of the investment decisions for the Fund are based on the fundamental investment research services provided by CP2. CP2’s research process aims to identify investment opportunities that it considers to be mispriced by the market. The process exhaustively seeks out information relevant to value and will include, where applicable: (a) meetings with the company, competitors, customers, regulators and suppliers, site visits and industry forums; (b) thorough analysis of industry economics including competitive dynamics and growth drivers, an analysis of the operations of the company and of its historic financial performance; and (c) discounted cash flow valuations, where key value drivers are forecast in reaching an assessment of intrinsic value. As an active manager, GCAM does not seek to replicate the Benchmark and therefore takes substantial overweight positions based on the quality of the investment research undertaken. Risk is primarily managed in the selection of what GCAM considers to be high quality individual investments for which they have a good understanding of value, not through excessive portfolio diversification resembling a market index. In selecting, retaining or realising investments, neither the Responsible Entity nor the Investment Manager take into account labour standards or environmental, social or ethical considerations. Investment decisions will be made on the basis set out in this PDS. The Fund may borrow for short term needs. Investments held by the Fund The Fund invests in Australian listed securities, and may hold some cash and use Derivatives from time to time. Holding cash is a function of investment opportunities. The Fund will generally hold less than 5% of the value of the portfolio in cash but this amount may be larger where market conditions warrant such a holding. 8
    • The Investment Manager expects that, over time, the Fund’s portfolio will generally comprise 20 to 35 securities, but equally anticipates that at any given point in time the number of securities may fall outside that range. Investors should understand that investing in shares carries risk, including volatility in returns. Volatility refers to the degree to which returns may fluctuate around their longer-term average. Historically, shares have provided, on average, higher long term returns than other investments such as cash, fixed interest and property. However, with this prospect of higher returns comes higher risk and higher potential for investors to lose money. This is why investing in shares is a long term investment – for this Fund, we suggest at least 5 to 7 years. Do not invest in this Fund if you cannot accept volatility and fluctuations in the value of your investment – these can and will occur. The Fund will use Derivatives at various times with the intention of generating incremental income, reducing risk or providing exposure to individual securities. Some Derivatives call for money to change hands at some future date, with the amount to be determined by agreed criteria. For example, a contract might specify that one party can buy an item from the other at today’s price in six months time, regardless of the market price at that time. Derivatives will not be used to leverage the Fund. There are certain risks involved in the use of Derivatives – refer to the section called ‘Derivatives risk’ on page 10 for more details. Ask your financial adviser or contact GCAM Client Services on 1300 855 793 or visit GCAM’s website (www.guildcapital.com.au) for further information on the Fund. 9
    • What are the Risks? An investment in the Fund carries risk, including possible delays in the payment of withdrawal proceeds, and loss of income and capital. Changes in the value of your investment can be significant and they can happen quickly. The Responsible Entity and the Investment Manager do not guarantee repayment of capital, any rate of return on capital or investment performance of the Fund. We recommend you consider talking to a financial adviser about the risks involved in investing in the Fund and how they might impact on your individual financial circumstances. The main risks which may affect the returns of the Fund include: • Counterparty Risk: Counterparty risk is the risk that a counterparty to a contract will fail to perform contractual obligations (eg default in either whole or part) under the contract. This is also sometimes referred to as 'credit risk'. The Fund may be subject to the default of a counterparty. The institutions (such as brokerage and trading firms and banks) with which the Fund does business, or to which securities have been entrusted for custodial purposes, could encounter financial difficulties. This could impair the operational capabilities or the capital position of the Fund or create unanticipated trading risks. • Derivatives risk: The use of Derivatives to hedge the risk of physical securities will involve ‘basis risk’, which refers to the possibility that Derivatives may not move perfectly in line with the physical security. Fluctuations in the price of Derivatives reflect movements in the underlying assets, reference rate or index to which the Derivatives relate. As a consequence, the Derivatives cannot be expected to perfectly hedge the risk of the physical security. Derivatives are also used as substitutes for physical securities. In doing so, there is the risk that a Derivative may not be a perfect substitute for the underlying security it aims to replace, and may not mirror its movements completely. Other risks associated with Derivatives may include: • loss of value because of a sudden price move or because of the passage of time; • potential illiquidity of the Derivative; • the Fund being unable to meet payment obligations as they arise; • the counterparty to any Derivative contract not being able to meet its obligations under the contract; and • significant volatility in prices. Note that neither the Responsible Entity nor the Investment Manager guarantee that the Fund’s Derivatives strategy will be successful. • Fund risk: risks particular to the Fund include that it could terminate, the fees and expenses could change, Equity Trustees Limited could be replaced as Responsible Entity, the GCAM investment team could change or the research provider, CP2, could change. There is also a risk that investing in the Fund may give different results than investing individually because of income or capital gains accrued in the Fund and the consequences of investment and withdrawal by other investors. We aim to keep Fund risk to a minimum by prudent management and acting in your best interests. • Individual investment risk: individual investments can (and do) fall in value for many reasons such as changes in a company’s internal operations or management, or in its business environment. We aim to reduce these risks by using careful analysis of research and through diversification. • Interest rate risk: changes in official interest rates can have a positive or negative impact, directly or indirectly, on investment value or returns (for example the cost of a company’s borrowing can decrease or increase). Fund diversification across a range of securities and sectors will help mitigate this risk. • Investment selection risk: The Investment Manager uses an investment selection process to identify investment opportunities which it believes are most likely to outperform the Benchmark. There is a risk that these investments will not perform in line with the Investment Manager’s expectations, however, this risk is mitigated to some extent by the knowledge, experience and processes of the Investment Manager. 10
    • • Liquidity Risk: There may be times when investments may not be readily sold (for example, in a falling market where some companies may become less liquid). Neither the Responsible Entity nor the Investment Manager guarantees the liquidity of the Fund’s investments, or the liquidity of an investment in the Fund. • Market risk: economic, technological, political or legal conditions, and even market sentiment, can (and do) change, and this can mean that changes in the value of investment markets can affect the value of the investments in the Fund. The Investment Manager uses research and analysis to form a view on these matters and then rebalance the investment mix of the Fund to seek to reduce the impact of market risk. • Unit holder liability risk: while the Constitution limits your liability to the value of the Units you hold in the Fund, we cannot guarantee you that you would not be liable to contribute to the Fund if there was a deficiency, because the law is not settled in this respect. 11
    • Fees and Other Costs Consumer Advisory Warning Did you know? Small differences in both investment performance and fees and costs can have a substantial impact on your long term returns. For example, total annual fees and costs of 2% of your Fund balance rather than 1% could reduce your final return by up to 20% over a 30 year period (for example, reduce it from $100,000 to $80,000). You should consider whether features such as superior investment performance or the provision of better member services justify higher fees and costs. You may be able to negotiate to pay lower contribution fees and management costs where applicable. Ask the Fund or your financial adviser. To find out more If you would like to find out more, or see the impact of the fees based on your own circumstances, the Australian Securities and Investments Commission (ASIC) website (www.fido.asic.gov.au) has a managed investment fee calculator to help you check out different fee options. This PDS shows fees and other costs that you may be charged. These fees and costs may be deducted from your money, from the returns on your investment or from the Fund assets as a whole. All fees and costs disclosed in this PDS are inclusive of the impact of GST and net of any input tax credits available (including RITCs), unless otherwise specified. Refer to the section called “Taxation” on page 23 for further information on taxes. You should read all of the information about fees and costs, as it is important to understand their impact on your investment in the Fund. We offer both retail and wholesale fee structures, generally based on the amount you initially invest in the Fund. The minimum initial retail investment is $10,000. The minimum initial wholesale investment is $250,000, with Wholesale Units attracting reduced fees. Note that we can charge retail fees on your account balance if, following a withdrawal, your account balance falls below $200,000. In these circumstances, we would redeem your remaining Wholesale Units and issue Retail Units to you (if we did this, we would send you the current PDS and there may be tax consequences for you). Type of fee or cost Amount for Amount for How & when paid retail Unit wholesale holders Unit holders FEES WHEN YOUR MONEY MOVES IN OR OUT OF THE FUND Establishment Fee: the fee to open Nil. Nil. There is no establishment fee payable when you set your investment. up your investment in the Fund. Contribution Fee: the fee on each Nil. Nil. The Constitution contemplates that a fee of 3.00% amount contributed to your investment. (excluding GST) of application monies may be charged in respect of each application accepted. Withdrawal Fee: the fee on each Nil (except for Nil. The Constitution contemplates that a fee of up to amount you take out of your cooling off charges 3.00% (excluding GST) of the withdrawal amount investment. ~ see page 20) may be charged. Termination Fee: the fee to close your Nil. Nil. There is no termination fee payable when you investment. withdraw from the Fund. 12
    • MANAGEMENT COSTS Estimated ICR (p.a.) Estimated Management Fee: the fee 1.4965% p.a. 1.025% p.a. The Estimated Management Fee is calculated and for managing your investment in the $149.65 based on $102.50 based on accrued daily based on the Net Asset Value (NAV) Fund. These estimates include GST a $10,000 a $10,000 of the Fund. The accrued fee is paid monthly in after allowing for RITC. investment in the investment in the arrears from the assets of the Fund. The Estimated Fund Fund Management Fees reduce the NAV of the Fund and are reflected in the Unit price See information under ‘Fees to the Responsible Entity and Investment Manager’ and ‘Estimated expense recoveries’ below for additional information. Performance Fee: an amount payable 20% of the Fund’s 20% of the Fund’s The Performance Fee is paid at the end of each to the Investment Manager in certain return above the return above the June and December if the return of the Fund (after circumstances for successfully Benchmark Benchmark all fees and expenses) exceeds the Benchmark managing the Fund. return for the period. See information under ‘How are the performance fees calculated?’ on page [16] for additional information. SERVICE FEES Investment switching fee: the fee for Nil. Nil. Investment switching fees are not applicable to the changing investment options. Fund. Additional information about fees and costs Help is near If you want to work out your own fee structure and the impact this has, you should ask your financial adviser for help or visit www.fido.asic.gov.au where ASIC offers a fee calculator to help investors compare the fees of different products. Fees to the Responsible Entity and the Investment Manager EQT receives a proportion of the Estimated Management Fee for acting as Responsible Entity of the Fund. GCAM receives a proportion of the Estimated Management Fee for providing Investment Management services to the Fund. In addition, certain expenses of the Fund are paid by the Investment Manager from the proportion of the Estimated Management Fee that it receives. Please refer to ‘Estimated expense recoveries’ for further information. GCAM may also receive a Performance Fee as detailed in the section ‘How are the performance fees calculated?’ below. Estimated expense recoveries The Responsible Entity is entitled to be reimbursed for certain expenses incurred in operating the Fund. They may include expenses properly incurred in the administration, custody, management, compliance and promotion of the Fund. Other expenses including tax and operating costs, such as audit, legal and tax consulting fees, are also recoverable out of the assets of the Fund. EQT has the right to recover all proper and reasonable expenses from the Fund. Until investors are otherwise notified, GCAM has agreed that it will pay all expenses (other than transaction costs (such as brokerage and settlement costs), government charges (including stamp duty and GST charged on brokerage) and expenses relating to abnormal circumstances such as a change of the Responsible Entity or Investment Manager, termination of the Fund or Unit holder meetings) from that part of the Estimated Management Fee which it receives. Please refer to ‘Fees to the Responsible Entity and Investment Manager’ and ‘Buy/Sell Spread’ for further information. Expenses relating to abnormal circumstances are recovered out of the assets of the Fund once they have been incurred and are reflected in the Unit price. 13
    • Buy/Sell Spread The Unit price is adjusted up (for applications) and down (for withdrawals) by an amount which we consider represents a fair allowance of the costs which are, or would be, incurred in relation to the acquisition of assets on the issue of Units or the disposal of assets on the redemption of Units. This is known as a ‘Buy/Sell Spread’. The Buy/Sell Spread is currently 0.30% of the price of the Unit when you acquire Units and 0.30% of the price of the Unit when you redeem Units. This adjustment ensures that existing investors do not bear the costs of buying and selling assets associated with new applications and redemptions. The costs covered by this adjustment include brokerage for buying and selling shares. For example, if you are investing or withdrawing $10,000 from the Fund, the charge on entry or exit would be $30, respectively. These charges do not impact you unless you invest or withdraw. These charges are paid to the Fund, not to EQT or the Investment Manager. We derive no benefit. These charges are incorporated daily into the entry and exit prices of Units. The Buy/Sell Spread can be adjusted by the Responsible Entity at any time if buying, selling or transacting costs change but we will only do so after giving all Fund Unit holders at least 30 days prior notice. Government Charges and GST Government taxes, such as stamp duties and GST, will be deducted from the Fund in accordance with applicable laws. Fees and costs are generally subject to GST, at the current rate of 10%. All fees and costs disclosed in this PDS are inclusive of the impact of GST and net of any input tax credits available (including RITCs), unless otherwise specified. Can the fees change? Yes, all fees can change. Reasons might include changing economic conditions and changes in regulation. The Constitution may in some circumstances define the maximum fees that we can charge for some of the fee items described in this PDS. The maximum Contribution and Withdrawal Fees the Fund can charge is 3% (excluding GST) of the application moneys or withdrawal amount, which is equivalent to $300 for every $10,000 invested. The maximum Estimated Management Fee the Fund can charge is 3% (excluding GST) of the value of the assets of the Fund which is equivalent to $1,500 per annum for every $50,000 of the Fund’s assets. There are no maximum fee amounts defined for the other fee components which make up the management costs of the Fund. An increase in these fees above the amounts specified in the Constitution would require approval of the Unit holders of the Fund. We will generally provide investors with at least 30 days written notice of any proposed change to these fees. The Responsible Entity and the Investment Manager may, from time to time, enter into fee arrangements with wholesale investors (as that term is defined in the Corporations Act). We cannot otherwise individually negotiate our fees. The Constitution adopts a different definition of “wholesale” to that of the Corporations Act. Any fee negotiated between us and a wholesale investor is confidential between us and that investor. We will not be under any obligation to make the same fee arrangements available to any other wholesale investor. Example of Annual Fees and Costs This table gives an example of how the fees and costs for the Fund can affect your investment over a 1 year period. You should use this table to compare this product with other managed investment products. EXAMPLE — the Fund BALANCE OF $50,000 WITH A CONTRIBUTION OF $5,000 DURING YEAR Contribution Fees 0% For every additional $5,000 you put in, you will be charged $0. PLUS Management costs 1.4965%* And, for every $50,000 you have in the fund you will be charged $748.25 each year. EQUALS Cost of fund If you had an investment of $50,000 at the beginning of the year and you put in an additional $5,000 during that year, you would be charged fees of from: $748.25 What it costs you will depend on the investment option you choose and the fees you negotiate with your fund or financial adviser. * Retail level of fees used. 14
    • ** Additional fees may apply (such as a Performance Fee). This amount assumes a constant investment balance of $50,000 throughout the year. Management costs will also be charged in relation to any additional contributions you make during the year and the amount you pay will depend on the proportion of the year during which the additional contributions are invested. If you want to work out your own fee structure and the impact this has, then ask your financial adviser for help or visit www.fido.asic.gov.au where ASIC offers a fee calculator to help investors compare the fees of different products. You will need to estimate the Performance Fee separately. How are the performance fees calculated? In certain circumstances, a Performance Fee equal to 20% of the amount by which the Fund outperforms the Benchmark (after fees and expenses are taken into account), may be payable. If payable, Performance Fees are paid to the Investment Manager out of the assets of the Fund at the end of each June and December. We calculate the difference between the Fund’s performance and the Benchmark daily – the result can be positive or negative. The result of this calculation is aggregated for each day of the relevant period. This amount is called the ‘Aggregate Performance’. A Performance Fee is payable for the relevant period only if both the Aggregate Performance and the Fund performance have been positive for the period. Consider the following three scenarios: 1. IF the Aggregate AND the Fund performance THEN a Performance Fee is payable. Performance of the Fund over for the relevant period is the relevant period is positive positive 2. IF the Aggregate BUT the Fund performance THEN no Performance Fee is Performance of the Fund over for the relevant period is payable for that particular period. the relevant period is positive negative Rather, the positive Aggregate Performance figure is carried forward to the next period. 3. IF the Aggregate THEN irrespective of No Performance Fee is payable. Performance of the Fund over whether the Fund Further, the negative Aggregate the relevant period is negative performance for the Performance figure is carried relevant period is positive forward to the next period. or negative In scenarios 2 and 3, the Aggregate Performance figures are carried forward and become the starting position for the next period. Such Aggregate Performance figures will continue to be carried forward until a Performance Fee is payable. The entitlement to a Performance Fee is calculated before any liability for accrued Performance Fees taken into account. What is the effect of Performance Fees on my investment? The following three hypothetical scenarios provide examples of the effect that Performance Fees may have on your investment in the Fund. The three scenarios are where the Fund outperforms the Benchmark by 3% per annum, 6% per annum and 9% per annum respectively over a one year period. Outperformance of the Benchmark after management fees and after +3% +6% +9% expenses Initial investment $25,000 $25,000 $25,000 Assumed Benchmark 6% 6% 6% Assumed Fund performance 10.4965% 13.4965% 16.4965% Gross value of investment (pre-fees) at end of the $27,624 $28,374 $29,124 period Retail fees paid (MER) $394 $399 $405 Performance fee $146 $295 $444 15
    • Outperformance of the Benchmark after management fees and after +3% +6% +9% expenses Total fees $540 $694 $849 Net value of investment (after fees) $27,084 $27,680 $28,275 Performance fee (% of gross value of the investment) 0.56% 1.11% 1.64% The figures in the table are not indicative of the actual returns likely to be achieved by investors in the Fund. The figures are provided for information and illustrative purposes only so that investors have an indication of the effect of Performance Fees on returns. Returns could be more or less than the examples given and numbers may not add exactly due to rounding. With each hypothetical scenario above, we have also made a number of assumptions, including: • the impact of the Performance Fee is analysed over a full year (and not over six monthly periods, which is how the Performance Fee is calculated for the Fund); • there is no Aggregate Performance that needed to be carried forward; • the Benchmark is 6% and again, this is not a forecast of the Benchmark or a suggestion that the Benchmark will in fact remain the same; and • the retail level of fees is used and is applied to the average value of the investment over the year. What commissions and benefits are paid? We do not pay commissions, or provide any other benefits, to financial advisers or any other party. More information If you are interested in: • the latest available Fund performance for wholesale and retail Unit classes; • the size of the Fund; or • other information relating to the Fund, then ask your financial adviser, visit GCAM’s website (www.guildcapital.com.au) or contact GCAM Client Services on 1300 855 793. Obtaining such information is free of charge. Don’t forget that past returns are just that–just because they happened once before does not mean they will happen again. Returns are volatile and may go up and down significantly and sometimes quickly. The Fund aims for long term growth and is not designed for investors with investment horizons shorter than 5-7 years. Historical investment performance is not a reliable guide to future performance. 16
    • Investing and Withdrawing How to invest To apply for Units, intending investors should follow the instructions on the Application Form and send the completed form, together with relevant identifying documentation as outlined the section ‘Identification documents for AML/CTF compliance purposes’ on page 37, to: Guild Capital Australian Equities Fund GCAM Client Services PO Box A2224 Sydney South NSW 1235 You may attach your signed cheque to the form or alternatively, you may electronically transfer application money to the account noted on the Application Form. The minimum initial investment in the Fund is $10,000. Investors investing between $10,000 and $250,000 will be issued with retail Units and pay the retail level of fees. Investors investing $250,000 or more will be issued with wholesale Units and pay the wholesale level of fees. Note that we can charge retail fees on your account if, following a withdrawal, your balance is below $200,000. In these circumstances, we would redeem your remaining wholesale Units and issue retail Units to you. There may be tax consequences for you in relation to this redemption and these are your responsibility. All investors must maintain a balance of at least $5,000 invested in the Fund to keep their account open. Applications can be made between 9.00am and 5.00pm on any Business Day. However, for Unit pricing purposes, any application received after 2.00pm on a Business Day will be treated as having been received the following Business Day. We will confirm your admission to, and investment with, the Fund with you when we accept your application. Application money is initially held on trust in an application monies account for you before Units are issued, but you are not entitled to interest on this amount – any interest will be paid to the Fund. Should you wish to make additional contributions, simply use another Application Form, or just write to GCAM Client Services at the address above (don’t forget to provide your investor number). Your cheque, or electronic funds transfer needs to be at least $2,500 regardless of whether you are a retail or wholesale Unit holder. Further investment is made on the basis of the then current Product Disclosure Statement and may therefore be subject to different terms and conditions. If you are investing through an IDPS, you are not required to complete an Application Form. Instead, complete the relevant forms provided to you by the IDPS Operator and if you have enquiries, speak to that operator for further information. In order to comply with the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) (AML/CTF Act), we require new investors to complete the Application Form and provide us with certain additional information. New investors will need to complete the sections of the Application Form relevant to their investor type and provide relevant identifying documentation as outlined in the section ‘Identification documents for AML/CTF compliance purposes’ on page [37], if you do not have any existing accounts with us, or if you have existing accounts with us but want to open an additional account in a different name or in a different capacity from the existing accounts. We will not accept or process your application until we have all of the required documentation under AML/CTF Act and completed all client identification procedures that we consider necessary to satisfy our obligations under that law. We reserve the right not to accept (wholly or in part) any application for any reason or without reason. If we refuse to accept an application, any funds received from you will be, subject to regulatory considerations, returned to you without interest. Appointment of authorised nominee to operate account Investors may elect to appoint an authorised nominee to operate their account. The relevant sections on the Application Form need to be completed, including the name and signature of the authorised nominee, 17
    • the signature of the investor and the date. Only investors can appoint authorised nominees. If you appoint an authorised nominee, we suggest that you ensure that: • they cannot appoint another nominee; and • the appointment lasts until cancelled by you in writing or the Responsible Entity. If the Responsible Entity determines that the circumstances require, the Responsible Entity may cancel an appointment by giving the investor 14 days notice in writing. If an appointment is cancelled, the Responsible Entity will not be obliged to act on the instructions of the authorised nominee. If the instructions are varied, the Responsible Entity will act only in accordance with the varied instructions. By completing and lodging the relevant sections on authorised nominees on the Application Form, you release, discharge and agree to indemnify the Responsible Entity from and against any and all losses, liabilities, actions, proceedings, account claims and demands arising from the Responsible Entity acting on the instructions of your authorised nominee. You also agree that any instructions of your authorised nominee to the Responsible Entity, which are followed by the Responsible Entity, shall be a complete satisfaction of the obligations of Responsible Entity, notwithstanding any fact or circumstance, including that the instructions were made without your knowledge or authority. You agree that if the authorised nominee’s instructions are followed by the Responsible Entity, you and any person claiming through or under you shall have no claim against the Responsible Entity in relation to the instructions. Powers of an authorised nominee An authorised nominee can, among other things: • apply for additional Units; • request that distribution instructions be altered; • withdraw all or part of your investment in the Fund; and • enquire as to the status of your investment in the Fund and obtain copies of statements. Withdrawal payments will not be made to third parties. If a company is appointed as an authorised nominee, the powers will extend to any director and authorised officer of the company. If a partnership, the powers will extend to all partners. About Unit prices We calculate Unit prices in three steps. First, we calculate the Net Asset Value or NAV of a Unit. The NAV of a Unit is the value of the Fund’s assets referrable to the relevant class less the Fund’s liabilities referrable to that class. We then make an adjustment to take account of transaction costs (i.e. the Buy/Sell Spread). We adjust the NAV up for an entry price, to take account of the costs of buying investments and we adjust the NAV down for an exit price to take account of the costs of realising investments to pay to you. Refer to the section called ‘Buy/Sell Spread’ on page 15 for additional information. Finally, we divide this adjusted NAV figure by the number of Units on issue in the relevant class. The resulting figure is the relevant Unit price. Wholesale and retail Unit classes each have different Unit prices. This is the result of the different fees applicable to each class. We generally calculate the NAV for the Fund (including referable to a Unit class) at least each Business Day, based on the information we have most recently available. We generally process correctly completed applications and withdrawal requests each Business Day using the Unit price next calculated after 2.00 pm (AEST) on that day. If we receive an application or withdrawal request after 2.00 pm (AEST), or on a non-Business Day, we will treat it as having been received before 2.00 pm (AEST) on the next Business Day. Any distributions reinvested are reinvested at the Unit price next calculated after the end of the relevant distribution period. For further information on Unit pricing, see EQT’s ‘Unit Pricing Discretions Policy’ which is available on request, at no charge. To obtain a copy of the policy, contact EQT on 03 8623 5395. Cooling off period 18
    • If you are a Retail Client, you may have a right to a 14-day ‘cooling off’ period in relation to your investment in the Fund. The cooling off period begins on the earlier of: • when we send you confirmation of your investment in the Fund; or • the end of the 5th Business Day after the day on which we issue the Units to you. A Retail Client may exercise this right by notifying us in writing at our address stated in this PDS. In these circumstances, the investor is entitled to a refund of their investment. However, we are allowed to (and generally do) reduce this amount to take account of market movements during the cooling off period, as well as any tax and reasonable transaction and administration costs (for example, if you invest $25,000 and the value of the relevant Units falls by 1% between the time you invest and the time we receive notification that you wish to withdraw your investment, we may charge you $250 on account of the reduced Unit value and an administration fee of $50). The right of a Retail Client to cool off does not apply in certain limited situations, such as if the issue is made under a distribution reinvestment plan, switching facility or represents additional contributions required under an existing agreement. Also, the right to cool off does not apply to you if you choose to exercise your rights or powers as a Unit holder in the Fund during the 14 day period. This could include selling part of your investment or switching it to another product. Indirect investors should seek advice from their IDPS Operator as to whether cooling off rights apply. The right to cool off may not apply if you are investing indirectly in the Fund, for example, through an IDPS, even if you are a retail investor (as defined in the Corporations Act) because you do not acquire the rights of a Unit holder in the Fund. Rather, you direct the IDPS Operator to arrange for your money to be invested in the Fund on your behalf. When you want to withdraw Withdrawals from the Fund are available to investors upon contacting GCAM Client Services in writing, quoting your investor number and clearly stating the amount or the number of Units you wish to withdraw. You will need to sign the withdrawal request (and if by attorney, we will need the original or a certified copy of the power of attorney unless we have already sighted it). The withdrawal price of a Unit in the Fund is based on the value of the investments of the Fund less an allowance for transaction costs (i.e. the Buy/Sell Spread) required for selling investments. Refer to the section called ‘About Unit Prices‘ on page 19 for more details. In some circumstances, where an investor makes a large withdrawal request (5% or more of the Units on issue at the start of the relevant distribution period), their withdrawal proceeds may be taken to include a component of distributable income. Refer to the section ‘Distributions’ on page [21] for additional information. The minimum withdrawal amount from the Fund is $2,500. All withdrawal requests should be received by 2.00 pm (AEST) on a Business Day for processing on that day. Generally, we will take up to 7 Business Days to process a withdrawal request (although the Constitution allows us a reasonable period, which could be significantly longer than 7 Business Days). Proceeds from a withdrawal from the Fund will be paid to you by electronic funds transfer to your nominated bank account held in the investors name at an Australian domiciled bank. By lodging a withdrawal, you release, discharge and agree to indemnify EQT from and against any and all losses, liabilities, actions, proceedings, account claims and demands arising from any withdrawal. You also agree that any payment made in accordance with your instructions shall be a complete satisfaction of the obligations of EQT, notwithstanding any fact or circumstance including that the payment was made without your knowledge or authority. You agree that if the payment is made in accordance with these instructions, you and any person claiming through or under you shall have no claim against EQT in relation to the payment. We can delay an investor’s withdrawal from the Fund in certain circumstances, including: • where the Fund is not liquid. We do not anticipate the Fund would become illiquid but if it did, the an investor does not have a right to withdraw from the Fund and can only withdraw where the Responsible Entity makes a withdrawal offer to investors in accordance with the Constitution. The Responsible Entity is not obliged to make such offers; 19
    • • If there is something outside our control which impacts our ability to properly or fairly calculate the Unit price (for example, if the investments are subject to restrictions or if there is material market uncertainty like a stock market crash); or • When we receive a quantity of withdrawal requests representing more than 5% of the NAV of the Fund. We can also compulsorily withdraw some, or all, of your Units in certain circumstances, including: • if your account falls below the minimum holding of $5,000; • for wholesale Unit holders, if your account balance falls below $200,000 and we decide to charge the retail level of fees by redeeming your remaining wholesale Units and issuing retail Units to you; or • if you breach your obligations to us (for example, you provide misleading information in your Application Form), you owe money to us, or we owe money to someone on your behalf (for example, the Australian Taxation Office). If we choose to compulsorily withdraw Units, the withdrawal price for such Units will be calculated in accordance with the Constitution. Distributions and correspondence Distributions An income distribution comprises your share of any ‘net income’ earned by the Fund. An investor’s share of any net income is generally based on the number of Units held by the investor at the end of the distribution period. However, in some circumstances, investors may receive a distribution where they have made a large withdrawal from the Fund (5% or more of the Units on issue at the start of the relevant distribution period). In these circumstances, their withdrawal proceeds are taken to include a component of distributable income. Generally, income distribution calculations are half yearly (i.e. 30 June and 31 December) and distributions are normally paid within 3 weeks of these dates. The Constitution allows for other payment frequencies. Distributions will be paid to you by electronic funds transfer to your nominated account. Income distributions can also be automatically reinvested back into the Fund by way of application for additional Units if you tick the relevant box on the Application Form, or contact GCAM Client Services in writing at anytime to request reinvestment (Australian investors only). Income distributions to be reinvested back into the Fund are priced in accordance with the Constitution. If you do not make a direction, your distributions will be reinvested. Keeping you informed We will: • Confirm every transaction you make in relation to the Fund; • Report to you on at least an annual basis on the money you invest, your opening and closing balances, a summary of all transactions, any increases in contributions and any return on investments during the reporting period; • Send you a summary report each year to assist you with your tax return; • Send you a copy of the annual accounts for the Fund (typically in or around September of each year). You can use the Application Form to tell us if you do not want a paper copy to be sent you – electronic versions are available on GCAM’s website (www.guildcapital.com.au) ; and • Notify you of any material changes to this PDS and any other significant events in relation to the Fund. If there are more than 100 Unit holders of the Fund, the Fund will become a ‘disclosing entity’ under the Corporations Act and will therefore be subject to regular reporting and disclosure obligations. In those circumstances, the Fund will provide the following to investors: • a copy of the annual financial report and the half-year financial report most recently lodged with ASIC for the Fund will be given to you on request; and • copies of documents lodged with ASIC for the Fund may be obtained from, or inspected at, an ASIC office. 20
    • Further information about the Fund is available on GCAM’s website (www.guildcapital.com.au), including recent performance history and daily Unit prices. Investors can also call GCAM Client Services on 1300 855 793 during business hours if more information is required. If you are investing in the Fund through an IDPS, then reports on your investment will come from the IDPS Operator and not from us. 21
    • Taxation This summary of taxation matters is a general guide that outlines the taxation implications that apply to the Fund and resident investors who are not considered to be trading in investments for tax purposes. The summary is based on the tax laws as at the date of this PDS. The tax laws change continuously, and as the tax treatment may vary for each investor, it is recommended that all investors seek their own professional advice on the taxation implications before investing in the Fund. The tax laws that apply to non-resident investors depend on various factors, including the country of residence. Non-resident investors should seek their own professional advice on the taxation implications before investing in the Fund. Taxation of the Fund The Fund is a resident of Australia for tax purposes; the Fund is therefore required to determine its net income (taxable income) for the year of income. Investors are expected to be presently entitled (which is EQT’s intention) to the net income of the Fund (including net capital gains), regardless of whether the Fund physically makes a Distribution equal to its taxable income. Under the existing income tax legislation, it is expected that the Fund should not be subject to Australian income tax. If the Fund makes a loss for tax purposes, the Fund cannot distribute the loss to investors. Subject to the Fund meeting certain conditions, however, the Fund may be able to take into account the losses in subsequent years. Fund Investments The Fund invests in listed securities that are listed on the ASX or are about to be listed on the ASX. The Fund may be subject to the Taxation of Financial Arrangements (‘TOFA’) rules and the Fund is also expected to make an election to treat its ‘eligible’ assets on ‘capital’ account. The applicability of the TOFA rules and the ‘capital’ election to the Fund, is discussed further below. Taxation of Financial Arrangements (‘TOFA’) TOFA was introduced to deal with the tax-timing and in some instances, the character, of gains and losses relating to financial arrangements. The TOFA rules will not apply to financial arrangements entered by the Fund prior to the income year commencing 1 July 2010, unless the Fund elects to apply the TOFA rules from the early elective start date of 1 July 2009. The TOFA rules will also not compulsorily apply to the Fund, unless one of the following applies: • It has financial arrangements that exceed $100 million; • Its ‘aggregated turnover’ exceeds $100 million; or • Its assets exceed $300 million. Under TOFA, the gains or losses (including income and/or deductions) on the financial arrangements are brought to account under a compounding accruals and realisation basis, unless an election is made to apply one of four elective methods. The Fund, at this stage, does not propose to make an early election into TOFA or to apply any one of the four other elective methods under TOFA. Capital Election The Government announced that certain managed investment trusts (‘MITs’) can make an irrevocable election to apply a capital treatment to eligible assets. The election applies from 1 July 2008 and should apply to the eligible investments of the Fund. As at the date of this PDS, legislation for the proposed measures has not been passed. It is nevertheless expected that the Fund (if eligible) will probably make the election to treat its eligible assets on capital account. Taxation of the Investors Distributions Generally, an investor’s entitlement (share) to the net income of the Fund for a year of income, including amounts that are received in a subsequent year of income or which are reinvested, forms part of the investor’s assessable income for that year. 22
    • Imputation Credits and Franked Dividends Income distributions from the Fund may include an entitlement to franked dividends. Generally, investors should include the franked dividends and the franking credits (imputation credits) they receive in their assessable income. Additional requirements, such as the 45 day holding period rule, may need to be satisfied in order to obtain franking credits in relation to dividends. The investor’s particular circumstances (and that of the Fund) will be relevant to determine the investor’s entitlement to franking credits. Any excess imputation credits may be refundable to some investors, such as individuals and complying superannuation funds. Non-assessable Distribution Payments Distributions of non-assessable amounts are generally not subject to tax. The receipt of certain non- assessable amounts may, however, have capital gains tax consequences. Broadly, the receipt of certain non-assessable amounts may reduce the cost base and reduced cost base of the investor’s investment in the Fund. The impact of the reduction to the cost base and reduced cost base may be either an increased capital gain or a reduced capital loss on the subsequent disposal of the investment in the Fund. For more information please speak to your taxation adviser. Capital Gains An investor’s share of the net income of the Fund may include an amount that consists of net capital gains, which includes discount capital gains, derived by the Fund. Where the Fund’s net income includes capital gains (including discount capital gains), the investor needs to ‘gross up’ any discount capital gain (by the amount of any reduction in the discount capital gain that the Fund obtained). Regardless of whether the ‘discount concession’ amount is distributed by the Fund, individual, trust, and complying superannuation fund investors may be entitled to the discount capital gain concessions in determining their net capital gain. Investors may also be able to offset certain other capital losses they may have against their share of the capital gains included in the net income distributed by the Fund (after grossing up any discount capital gains). Disposal of Units Any taxable capital gain arising from the disposal of Units may form part of the investor’s assessable income. Investors that are individuals, trusts, and complying superannuation funds may be eligible for the discount capital gain concession, if the Units have been held for 12 months or more and the Fund and the investor satisfy certain other requirements. Where the investor realises a capital loss on their investment, the loss may be applied against other capital gains the investor may have. Unused capital losses can be carried forward and may be utilised in a future income year. Review by the Board of Taxation The Government has asked the Board of Taxation (‘BOT’) to review the numerous tax issues applicable to both MITs and the investors in MITs. The BOT is expected to provide its recommendations to the Government around the time of the issuance of this PDS. If the BOT recommends significant changes, which are subsequently adopted by the Government, this could have a significant impact on the way the Fund and investors are taxed. Investors should closely monitor the outcomes of the BOT review of MITs. Tax File Numbers (‘TFN’) and Australian Business Numbers (‘ABN’) It is not compulsory for an investor to quote their TFN or ABN. If an investor is making this investment in the course of a business or enterprise carried on by the investor, the investor may quote an ABN instead of a TFN. If an investor does not quote an ABN or TFN, or claim an exemption, then EQT may withhold tax on gross payments including distributions of income to the investor at the top marginal rate plus the Medicare levy. The investor may be able to claim a credit in their tax return for any TFN/ABN tax withheld. By quoting their TFN or ABN, the investor authorises EQT to apply it to all the investor’s investments with EQT. If the investor does not want to quote their TFN or ABN for some investments, EQT should be advised. 23
    • Other Important Information Enquiries and complaints If you are not completely satisfied with any aspect of our services regarding the management of the Fund, please contact us. EQT seeks to resolve potential and actual complaints over the management of the Fund to the satisfaction of investors. If an investor wishes to discuss any aspect of the management of the Fund, or wishes to lodge a formal complaint, please write to: Compliance Team Equity Trustees Limited GPO Box 2307 Melbourne Vic 3001 Email: compliance@eqt.com.au EQT will seek to resolve any complaint and will acknowledge a written complaint within 14 days of receiving the letter. If we are unable to resolve your complaint, you may be able to seek assistance from the: Financial Ombudsman Services (FOS) GPO Box 3 Melbourne Vic 3001 Telephone: 1300 78 08 08 Email: info@fos.org.au Please include the EQT FOS membership number with your enquiry: 10395. FOS is an independent body that can assist you if EQT cannot. In order for a complaint to be considered by FOS, the claim must be for an amount which is less than $150,000 (unless EQT and you agree otherwise in writing). Units You will receive Units when you invest. Subject to the rights and obligations attaching to any class, each Unit confers an equal, undivided interest. Units may be consolidated or divided as determined by the Responsible Entity. An investor does not have any interest in any particular asset, subject to the rights and obligations attaching to any class, only a beneficial interest in the assets as a whole. The Constitution of the Fund EQT’s responsibilities and obligations, as the Responsible Entity of the Fund, are governed by the Constitution as well as the Corporations Act and general trust law. The Constitution contains a number of provisions relating to the rights, terms, conditions and obligations imposed on both EQT, as the Responsible Entity of the Fund, and investors. Some of the provisions of the Constitution are discussed elsewhere in this PDS. Other provisions relate to an investor’s rights under the Constitution, and include: • an investor’s right to share in any Fund income, and how we calculate it; • how we calculate Unit prices and what you are entitled to receive when you withdraw or if the Fund is wound up; • an investor’s right to withdraw from the Fund - subject to the times when we can cease processing withdrawals (such as if a Fund becomes ‘illiquid’ or if circumstances outside our control exist); • the nature of the Units - identical rights attach to all Units within a class of Units; • the ability of an investor to transfer Units (subject to the Responsible Entity’s discretion to refuse to register a transfer); and • an investor’s rights to attend and vote at meetings – these provisions are mainly contained in the Corporations Act. Resolutions passed at a meeting are binding on all Unit holders. There are also provisions in the Constitution governing our powers and duties, including: • how we calculate Unit prices, the maximum amount of fees we can charge and expenses we can recover; • when we can amend the Constitution - generally we can only amend the Constitution where we reasonably believe that the changes will not adversely affect investors’ rights. Otherwise the Constitution can only be amended if approved at a meeting of investors; 24
    • • when we can retire as the Responsible Entity of the Fund - which is as permitted by law; • when we can be removed as the Responsible Entity of the Fund - which is when required by law; and • our broad powers to invest, borrow and generally manage the Fund - we do not currently intend to borrow funds to acquire assets for the Fund, although this is permitted under the Constitution. The Constitution also deals with our liabilities in relation to the Fund and when we can be reimbursed out of the Fund’s assets, for example, subject to the Corporations Act: • we are not liable for acting in reliance and good faith on professional advice; • we are not liable for any loss unless we fail to act in good faith or we act negligently; and • our liability to any person other than a Unit holder in respect of the Fund is limited to our ability to be indemnified from the assets of the Fund. As mentioned above, EQT’s responsibilities and obligations as the Responsible Entity of the Fund are governed by the Constitution as well as the Corporations Act and general trust law, which generally require that we: • act in the best interests of investors and, if there is a conflict between investors’ interests and our own, give priority to investors; • ensure the property of the Fund is clearly identified, held separately from the property of other funds and our assets, and is valued regularly; • ensure payments from the Fund’s property are made in accordance with the Constitution and the Corporations Act; and • report to ASIC any breach of the Corporations Act in relation to the Fund which has had, or is likely to have, a materially adverse effect on investors’ interests and any breaches of our Australian financial services licence or financial services laws which are considered to be significant. Copies of the Constitution are available, free of charge, on request from EQT. Investor’s liability The Constitution provides that unless there is a separate agreement with an investor, no investor can be called on to contribute to the assets of the Fund or to its creditors if the Fund is liquidated or becomes insolvent. Therefore, it is expected that investors will not be under any obligation if a deficiency in the assets of the Fund was to occur. However, this view has not been fully tested at law and so it is not possible to give an absolute assurance that an investor’s liability will be limited in all circumstances. In general, an investor’s liability is limited to the amount (if any) which remains unpaid in relation to their subscription for Units and certain tax amounts (‘Taxation Amounts’) (such as tax payable by the Responsible Entity which is referrable to the investor). The Responsible Entity may redeem some or all of an investor’s Units to satisfy an amount of money due from the investor to the Responsible Entity. The Responsible Entity is also permitted to deduct certain amounts of money from the proceeds of an investor’s withdrawal request or from Distributions. The Responsible Entity is entitled to be indemnified in certain circumstances by an investor or a person who was at any time an investor in respect of that person’s Taxation Amount. Non-listing of Units The Units of the Fund are not currently publicly listed and cannot be traded on any securities exchange or through a stock broker. The Responsible Entity retains the right to make an application to list the Units of the Fund on any securities exchange at any stage in the future but as at the date of this PDS has no intention to do so. Termination of the Fund The Responsible Entity may resolve at any time to terminate and liquidate the Fund (if it provides investors with notice) in accordance with the Constitution and the Corporations Act. Upon termination and after conversion of the assets of the Fund into cash and payment of, or provision for, all costs, expenses and liabilities (actual and anticipated), the net proceeds will be distributed pro-rata among all investors according to the number of Units they hold in the Fund. Compliance plan 25
    • A compliance plan for the Fund has been lodged with ASIC. The compliance plan describes the procedures used by EQT to comply with the Corporations Act and the Constitution. Each year the compliance plan for the Fund is audited and the audit report is lodged with ASIC. Indemnity EQT, as the Responsible Entity of the Fund, is indemnified out of the assets of the Fund for any liability incurred by it in properly performing or exercising any of its powers or duties in relation to the Fund. To the extent permitted by the Corporations Act, this indemnity includes any liability incurred as a result of any act or omission of a delegate or agent appointed by the Responsible Entity. EQT may retain and pay out of any money in its hands all sums necessary to affect such an indemnity. Related party information The Responsible Entity, the Investment Manager, and persons associated with them may invest in the Fund from time to time. The Investment Manager and the Responsible Entity, and their associates, are also entitled to enter into or be interested on their own account in any transactions entered into on behalf of the Fund or with any company or body in which the Fund is invested or who provides services to the Fund. Any such transactions will be on arms length commercial terms. Consents Guild Capital Asset Management Limited (‘GCAM’) has given, and has not withdrawn before the date of this PDS, its written consent to be named in the PDS as the Investment Manager of the Fund. GCAM has also given, and has not withdrawn, its written consent to the statements made about it and the Fund of which it is described as Investment Manager in this PDS, in the form and context in which they appear. By providing this consent, GCAM confirms that: (a) the statements referred to above are correct in every material respect and are not misleading or deceptive in the forms and contexts in which they appear in the PDS; (b) it will, as reasonably required by EQT, formally verify such statements in accordance with EQT’s due diligence procedures; and (c) it will notify EQT immediately if it becomes aware that any such statements are not correct in every material respect or are misleading or deceptive (whether or not they were correct and not misleading or deceptive at the date of the PDS). CP2 Limited has also given its written consent to be named in the PDS as the research provider to GCAM. CP2 has also given, and has not withdrawn, its written consent to the statements made about it in the form and context in which they appear. Otherwise GCAM and CP2 have not been involved in the preparation of this PDS, nor have they caused or otherwise authorised the issue of this PDS. Neither GCAM nor CP2, nor its employees or officers, accept any responsibility arising in any way for errors or omissions. EQT Directors The Directors of EQT at the date of this PDS are: JA (Tony) Killen (Chairman) Robin B O Burns (Managing Director) David F Groves (Deputy Chairman) John R McConnell Barry J Jackson Alice JM Williams The Hon Jeffrey G Kennett AC 26
    • Privacy statement When you complete the Application Form for Units, EQT will be collecting personal information from you. EQT may collect additional personal information from you in the future. EQT needs to collect personal information from investors for the primary purpose of providing investors with an investment in the Fund (including assessing your application and identifying you). There are also a number of related purposes for which your personal information will be collected and these are to process your application, administer and manage your investment in the Fund, and comply with Australian taxation laws, the Corporations Act, the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) ('AML/CTF Act') and other laws and regulations. If you do not provide EQT with your contact details and other information we may not be able to process your application, administer or manage your investment or tell you about investment opportunities in which you may be interested. EQT may also collect personal information (including sensitive information) about you from third parties, to meet its obligations under the AML/CTF Act. Your information may be used in connection with the purposes for which it is collected. EQT may disclose your personal information to GCAM the Investment Manager. GCAM will deal with personal information it collects about you from EQT in accordance with its privacy policy. By writing to GCAM at the address set out at the back of the PDS, you can also request access to the personal information that GCAM holds about you. GCAM collects your personal information for the purposes of advising you of new funds and other products, services and developments. EQT and GCAM may disclose your personal information to the following types of organisations: • any third party service provider engaged to provide custody, reporting, administration, technology, auditing, registry, mailing or printing services in relation to the Fund; • the Australian Taxation Office and other Government or regulatory bodies, when and to the extent required by law; • any professional advisers (including legal and accounting firms, auditors, consultants and other advisers); and • those where you have consented to such disclosure, or as required or authorised by law. Please note that for Indirect Investors, neither EQT nor the Investment Manager will collect or hold any personal information in connection with your investment in the Fund. You should contact the relevant IDPS Operator for more information about their collection, storage and use of your personal information. You can gain access to the personal information EQT holds about you, subject to some exceptions allowed by law. EQT will give you reasons if it denies access. If you have any queries in relation to EQT’s Privacy Statement please or wish to access the personal information that it holds about you please contact the EQT Privacy Officer on (03) 8623 5000. 27
    • Anti Money Laundering The AML/CTF Act requires the Responsible Entity to adopt and maintain an anti-money laundering and counter-terrorism financing ('AML/CTF') compliance program. The AML/CTF compliance program includes ongoing customer due diligence, which may require the Responsible Entity to collect further information. Identification documents for AML/CTF compliance purposes An integral part of the AML/CTF compliance program is the legal requirement for the Responsible Entity to know its customers. To meet this legal requirement certain identification information, including in some cases certified copies of identification documentation, must be collected from investors making applications to invest into the Fund. Identification documentation provided must be in the name of the Applicant. Applications made without providing this information can not be processed until all the necessary information has been provided. Translated documents Non English language documents must be accompanied with a translation prepared by an accredited translator. An accredited translator is a person currently accredited by the National Accreditation Authority for Translators and Interpreters Ltd. (NAATI) at the level of Professional Translator, or above, to translate from a language other than English into English; or a person who currently holds an accreditation that is consistent with this standard. If you are unable to provide the identification documents described please contact GCAM on 1300 855 793. Investor Type Documentation INDIVIDUAL /JOINT / SOLE TRADER • certified copy of Australian current photographic drivers licence, or • certified copy of card issued under a state or territory containing a photograph and date of birth, or • certified copy of Australian passport (a passport that has expired within the preceding 2 years is acceptable), or • certified copy of national ID card* issued by a foreign government (accompanied by a translation prepared by an accredited translator) containing a photograph and signature of person making the application, or • certified copy of current foreign passport* (accompanied by a translation prepared by an accredited translator) containing a photograph and signature, or • certified copy of foreign drivers licence* (accompanied by a translation prepared by an accredited translator) containing photograph and date of birth of applicant * If providing foreign identification at least two forms of identification must be provided DOMESTIC COMPANY • certified copy of Certificate of Registration / Licence, or • copy of company search on ASIC database, or • public document issued by the company, or • copy of ASX search, or CUSTOMER IDENTIFICATION • copy of information regarding licence or other information held by the relevant Commonwealth, state or territory regulatory body. FOREIGN COMPANY - REGISTERED • certified copy of Certificate of Registration issued by ASIC or • copy of company search on ASIC database FOREIGN COMPANY - UNREGISTERED • certified copy of Certificate of Registration issued by relevant foreign registration body, or • copy of the search of the relevant foreign registration body. 28
    • TRUSTS - REGISTERED MIS /SELF MANAGED SUPER FUND (SMSF) /GOVERNMENT SUPERANNUATION FUND • copy of the search on ASIC database, or • copy of the search on ATO database, or • copy of the search of relevant regulators website, or • copy or relevant extract of the legislation establishing the government superannuation fund sourced from a government website. TRUSTS - OTHER TRUST TYPE • certified copy or certified extract of the trust deed, or • certified copy of a notice issued by the ATO within the previous 12 months, or • letter from a solicitor or qualified accountant that confirms the name of the trust. Note: Additional identification documentation will be required from the trustees. For example if all the trustees of the trust are individuals please provide the identification documents required in respect of at least one of the individual trustees. If the trustee is a company then please provide the identification documentation required for a company. If a combination of trustee types then identification of at least one the type of the trustee will be required, that is if the trustees comprise of individual and companies – then at least one individual and at least one company will be required to provide identification documentation in addition to the identification documentation in respect of the trust. PARTNERSHIPS - REGULATED BY PROFESSIONAL ASSOCIATION • Membership details as held by the relevant professional association, or • Certified copy of a current membership certificate (or similar) of a professional association. PARTNERSHIPS - NOT REGULATED BY PROFESSIONAL ASSOCIATION • certified copy or certified extract of the partnership agreement, or • certified copy or certified extract of the minutes of a partnership meeting, or • certified copy of a notice issued by the ATO within the previous 12 months, or • certified copy of certificate of registration of business name issued by the relevant government or government agency in Australia, or • copy of the information provided by the relevant regulator of the partnership. Note: For one partner, please provide the documents above, depending on whether the partner is a partnership, company or individual. 29
    • Persons Authorised to Certify Identification Documents (please clearly indicate from the list below who certified your identification documents) LEGAL a person who is enrolled on the roll of Supreme Court of a State or Territory, or the High Court of Australia, as a legal practitioner (however described) a judge of a court a magistrate a Chief Executive Officer of a Commonwealth court a Registrar or Deputy Registrar of a court Trade marks attorney (currently licensed or registered to practice) Patent attorney (currently licensed or registered to practice) Clerk of a court Master of a court Bailiff Sheriff or Sheriff’s officer Commissioner for Affidavits Commissioner for Declarations Public Notary JP a Justice of the Peace (please include registration number (or equivalent)) POLICE a police officer (please include registration number (or equivalent)) ACCOUNTANT a member of the Institute of Chartered Accountants in Australia a member of the Certified Practising Accountants Australia a member of the National Institute of Accountants Fellow of the National Tax Accountant’s Association OCCUPATIONS (MUST HOLD A CURRENT LICENCE OR BE REGISTERED TO PRACTISE) Medical Practitioner Dentist POST OFFICE an agent of the Australian Postal Corporation who is in charge of an office supplying postal services to the public. a permanent employee of the Australian Postal Corporation with 2 or more years of continuous service who is employed in an office supplying postal services to the public. CUSTOMER IDENTIFICATION How to certify your documents A certified copy is a document that has been certified as a true copy of an original document. To certify a document, take the original document and a photocopy to one of the people listed in the categories above and ask them to certify that the photocopy is a true and correct copy of the original document. That person will need to print their name, date and the capacity in which they are signing (eg postal agent, Justice of the Peace) on each photocopied sheet. Sample wording is provided below: • I, [full name], as [category of persons as listed above], certify that this [name of document] is a true and correct copy of the original [signature and date]. Please indicate who certified the identification documents. 30
    • Application Form This Application Form is part of the Product Disclosure Statement (PDS) relating to Units in Guild Capital Australian Equities Fund (the Fund) dated 11 March 2010. You should read this document and any supplementary PDS before applying for Units in the Funds. Additional information required under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 In accordance with the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (the 'AML/CTF Act') we are required to collect additional information about you. Under the AML/CTF Act, we are prohibited from processing your application until we have received all of the information and supporting documentation requested in this form. In most cases, the information that you provide in this form will satisfy the AML/CTF Act. However, in some instances we may contact you to request further information. It may also be necessary for us to collect information (including sensitive information) about you from third parties in order to meet our obligations under the AML/CTF Act. If you make an error while completing your Application Form, do not use correction fluid. Cross out your mistakes and initial your changes. Please commence this Application Form by selecting ( ) one of the following: Existing Investor For all existing investors only, complete your existing account details below. Then complete the Application Form from Section 11 onwards. NAME OF FUND FOR EXISTING INVESTMENT ACCOUNT NUMBER ACCOUNT NAME CONTACT (DAYTIME) PHONE NUMBER New Investor Refer to your investor type description and information requested relating to your investor type as indicated by Investor Type. Then complete the corresponding section and the remainder of the Application Form from Section 8 onwards and mail the completed Application Form along with your certified identification documentation (where applicable) to the unit registry contact details provided in the PDS. Facsimiled copies will not be accepted CUSTOMER INVESTOR TYPE (please ) APPLICATION FORM IDENTIFICATION Individual Complete Section 2 Joint Complete Section 2 Sole Trader Complete Section 2 Australian Company Complete Section 3 Then go to Section 8 Foreign Company Complete Section 3 and complete the Application Form Trust / Trustee Complete Section 4 from this section onwards Partnership Complete Section 5 Agent or Authorised Representative Complete Section 6 Verifying officer Complete Section 7 Financial Adviser If you are investing through a financial adviser please ensure your financial adviser completes t he Financial Adviser/Dealer Declaration at the end of Section 1 in addition to the Customer Type information. Please nominate if you wish your Financial Adviser to receive your investor information in Section 15. 31
    • Section 1 - Record of Verification Procedure (to be completed by Financial Adviser / Dealer) Please ensure that you indicate which document(s) you have sighted or which search was performed (a) Individual Applicant Document 1 Description of ID Doc # Documentation (ie passport) Issuer of ID Documentation Expiry Date of Issue / / / / Date Verified from Original Identification Certified Copy Tick the relevant box ( ) English Translation N/A Sighted Dated / / Tick the relevant box ( ) Document 2 (if required) Description of ID Doc # Documentation (ie passport) Issuer of ID Documentation Expiry Date of Issue / / / / Date Verified from Original Identification Certified Copy Tick the relevant box ( ) English Translation N/A Sighted Dated / / Tick the relevant box ( ) (b) Joint Applicant / Sole Trader / Individual Trustee / Individual Partner (circle one) Document 1 Description of ID Doc # Documentation (ie passport) Issuer of ID Documentation Expiry Date of Issue / / / / Date Verified from Original Identification Certified Copy Tick the relevant box ( ) English Translation N/A Sighted Dated / / Tick the relevant box ( ) Document 2 (if required) Description of ID Doc # Documentation (ie passport) Issuer of ID Documentation Expiry Date of Issue / / / / Date Verified from Original Identification Certified Copy Tick the relevant box ( ) English Translation N/A Sighted Dated / / Tick the relevant box ( ) 32
    • (c) Domestic Company / Domestic Company Trustee (circle one) Document 1 Verified from Performed Search Original Certified Copy Tick the relevant box ( ) Document Issuer / Website Public Document Type English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / Document 2 (if required) Verified from Performed Search Original Certified Copy Tick the relevant box ( ) Document Issuer / Website Public Document Type English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / (d) Foreign Company / Foreign Company Trustee (circle one) Document 1 Verified from Performed Search Original Certified Copy Tick the relevant box ( ) Document Issuer / Website Public Document Type English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / Document 2 (if required) Verified from Performed Search Original Certified Copy Tick the relevant box ( ) Document Issuer / Website Public Document Type English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / 33
    • (e) Trust Document 1 Verified from Performed Search Original Certified Tick the relevant box ( ) Copy Document Issuer / Website English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / Document 2 (if required) Verified from Performed Search Original Certified Tick the relevant box ( ) Copy Document Issuer / Website English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / (f) Partnership Document 1 Verified from Performed Search Original Certified Copy Tick the relevant box ( ) Document Issuer / Website English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / Document 2 (if required) Verified from Performed Search Original Certified Copy Tick the relevant box ( ) Document Issuer / Website English Translation N/A Sighted Tick the relevant box ( ) Document issue / search date / / 34
    • Financial Adviser / Dealer Declaration If you are investing through a financial adviser please ensure your financial adviser completes this section in addition to the Investor Type information. Financial Advisers / Dealers Name Contact Phone Number Business Name Adviser/Dealer No (if any) AFS Licensee Name AFSL Number Australian Business Number (ABN) (if any) Dealer Stamp (if any) Fax Number Email Address or website Street address in Australia (PO Box is NOT acceptable). Suburb / State Postcode Country I confirm that I have completed an appropriate customer identification procedure ('CID') on this investor which meets the requirements of the AML/CTF Act. I have clearly indicated the identification documents I have sighted or performed a search for in relation to an application for Units in this Fund as part of a verification procedure. AND I have attached the verification documents that were used to perform the CID for this investor; OR I have not attached the verification documents but will retain them in accordance with the AML/CTF Act and agree to provide EQT or its agents with access to these documents upon request. I also agree that if I become unable to retain the verification documents used for this application in accordance with the requirements of the AML/CTF Act I will forward them to EQT. I agree to provide EQT or its agents with any other information that they may require to support this application. / / Financial Adviser Name Financial Adviser Signature Dated 35
    • Section 2 - Individual / Joint / Sole Trader Individual Joint Applicant Sole Trader Individual Trustee Individual Partner • Complete your name, address and contact details below. • You must include a residential street address (not a PO Box). Investor 1 Title Mr/Mrs/Ms/Dr/Other Daytime Contact Phone Number Full given name/s Surname Date of Birth / / Registered street address (PO Box is NOT acceptable) Suburb State Postcode Country Investor 2 Title Mr/Mrs/Ms/Dr/Other Daytime Contact Phone Number Full given name/s Surname Date of Birth / / Registered street address (PO Box is NOT acceptable) Suburb State Postcode Country Sole Trader Details* (A person carrying on a business in Australia). Full Business name (if any) Principal place of business (PO Box is NOT acceptable) State Postcode Country Suburb *Note: Please also complete Investor 1 section above 36
    • Section 3 – Company DOMESTIC General information Full business name as registered with ASIC Australian Company Number (ACN) Registered street address (PO Box is NOT acceptable). Suburb State Postcode Country (if not Australia) Principal Place of Business in Australia (or full name and address of company’s agent in Australia) Same as registered address above Other – please provide address below Registered street address (PO Box is NOT acceptable). Suburb State Postcode Country (if not Australia) Regulatory/Listing Details (select from the following categories which apply to the company and provide the information requested) REGULATED COMPANY (licensed by an Australian Commonwealth, State or Territory statutory regulator) Regulator name Licence details AUSTRALIAN LISTED COMPANY Name of market / exchange MAJORITY-OWNED SUBSIDIARY OF A LISTED COMPANY Listed company name Name of market / exchange Company Type Public Proprietary Please provide full name of each director For PROPRIETARY COMPANIES – how many directors are below (if there are more directors, please there? provide details on a separate sheet and attach to this Application Form) Full given name(s) Surname 1 2 3 4 37
    • For PROPRIETARY COMPANIES – how many shareholders are there? For a private company that is not a ‘regulated company1’ please provide details for each shareholder* who owns directly (or is a beneficial owner), through one or more shareholdings, at least 25% of the company’s issued capital. 1 'Regulated company' - any company that is licensed and subject to the oversight by a statutory regulator ie. ASIC, APRA, ATO Shareholder Details Total percentage (%) of issue capital held SHAREHOLDER 1 Full given name(s) Surname Residential Street Address (PO Box is NOT acceptable) Suburb State Postcode Country Total percentage (%) of SHAREHOLDER 2 issue capital held Full given name(s) Surname Residential Street Address (PO Box is NOT acceptable) Suburb State Postcode Country *Note: If there are more shareholders with at least 25% of issued capital please provide details on a separate sheet 38
    • Section 3 – Company FOREIGN General information Full name of foreign company Country of formation/incorporation/registration Name of foreign registration body (If applicable) Is the foreign company registered with ASIC? (select ONE of the following) Australian Registered Business Number (ARBN) (if not registered, leave blank) Provide Principal place of business Local agent name and address EITHER address In Australia OR details (Tick one box) Yes Principal place of business - street address (PO Box is NOT acceptable) City / State Postcode Country Name of Agent in Australia OR Provide company identification number (if any) issued by the foreign registration body Principal place of business in the company’s country of formation or incorporation (PO Box is NOT acceptable) No City / State Postcode Country Registered Address of Company Provide the registered address as registered with ASIC. If the company is NOT registered with ASIC, provide the registered address in the country of formation, incorporation or registration (if any). Registered street address (PO Box is NOT acceptable). City / State Postcode Country 39
    • Regulatory/Listing Details (select from the following categories which apply to the company and provide the information requested) REGULATED COMPANY (licensed by a statutory regulator or government agency/body) Regulator name Licence details LISTED COMPANY Name of market / exchange MAJORITY-OWNED SUBSIDIARY OF A LISTED COMPANY Listed company name Name of market / exchange Company Type Public Private / Proprietary Other Directors (complete for all companies other than public or listed companies) Please provide full name of each director below, if there are more than How many directors are there? 4 directors please prove details on a separate sheet Full given name(s) Surname 1 2 3 4 Shareholders (complete for all companies other than public or listed companies) How many shareholders are there in the company? Provide details of ALL shareholders* who are beneficial owners through one or more share holdings having at least 25% of the company’s issued capital For a private company that is not a ‘regulated company1’ please provide details for each shareholder* who owns directly (or is a beneficial owner), through one or more shareholdings, at least 25% of the company’s issued capital. 1 'Regulated company' - any company that is licensed and subject to the oversight by a statutory regulator. Total percentage (%) of SHAREHOLDER 1 issue capital held Full given name(s) Surname Residential Street Address (PO Box is NOT acceptable) Suburb State Postcode Country 40
    • Total percentage (%) of SHAREHOLDER 2 issue capital held Full given name(s) Surname Residential Street Address (PO Box is NOT acceptable) Suburb State Postcode Country *Note: If there are more shareholders with at least 25% of issued capital please provide details on a separate sheet 41
    • Section 4 - Trust & Trustees (including Superannuation Funds) General information (all trust types and superannuation funds to complete) Full name of trust or superannuation fund Full business name (if any) Country where trust established Trustee Details How many Trustees are there? Trustee(s) is/are: Individual At least one trustee must complete Section 2 of this form Company At least one trustee must complete Section 3 of this form Combination At least one trustee from each investor type must complete the relevant section of this form Type of Trust (select one of the following 3 trust types) Please provide Registered managed Australian Registered Scheme Number (ARSN) investment scheme OR A Regulated trust refers to: i) a self managed superannuation fund within the meaning of Section 19 of the Superannuation Industry (Supervision) Act 1993 (SIS) – the regulator is the Australian Tax office, ii) a regulated superannuation fund, an approved deposit fund, a pooled superannuation trust or a public sector superannuation scheme within the meaning of the SIS Act – the regulator is the Australian Prudential Regulation Authority (APRA) Name of regulator (eg ASIC, APRA, ATO) Regulated Trust Name of Legislation establishing the regulated fund Registration / Licence details Australian Business Number (ABN) 42
    • OR OTHER TRUST Trust description (e.g. Family, Unit, charitable, estate) Beneficiaries (complete if ‘OTHER TRUST type’ is selected) How many beneficiaries are there? Terms of the Trust Do the terms of the Trust identify the beneficiaries by reference to a membership of a class? Provide details of membership class (eg the named of the family group, class of Yes unitholders , the charitable purpose or charity name ) OR No How many beneficiaries are there? Please provide the full name of each beneficiary (If more than 8 beneficiaries, please provide full names on a separate page and attach to this form) who are specifically named in the Trust Deed. Beneficiary full given name(s) Beneficiary Surname 1 2 3 4 5 6 7 8 43
    • Section 5 - Partnership General information Full name of partnership Registered business name of partnership (if any) Country where partnership established Type of Partnership Is the partnership regulated by a professional association (select one of the following trust types) Full name of association Yes Membership / Registration details OR No How many partners are there? Partner Details Complete if ‘No’ is selected for Type of Partnership (if more than 2 partners please provide details requested on a separate page and attach to this Application Form). Partner 1 Title Mr/Mrs/Ms/Dr/Other Daytime Contact Phone Number Full given name/s Surname Date of Birth / / Residential street address (PO Box is NOT acceptable) Suburb State Postcode Country Partner 2 Title Mr/Mrs/Ms/Dr/Other Daytime Contact Phone Number Full given name/s Surname Date of Birth / / Residential street address (PO Box is NOT acceptable) Suburb State Postcode Country 44
    • Section 6 - Authorised Representative / Agent / Nominee This section should be completed if: • an authorised representative has been appointed to operate on this account; OR • this application is being made by an agent of the applicant under a power of attorney or as the investor’s legal or nominated representative. Full name of Authorised Representative/Agent Title or role held with investor Evidence of authority to act on the investors behalf (eg. Certified copy of a Power of Attorney) must accompany this Application Form Signature of Authorised Representative/Agent Section 7 – Verification Officer This section is to be completed by non-individual customers (eg. company, trust etc) who wish to appoint a verifying officer to identify the customer’s agents/signatories. This section is to be completed each time the customer appoints a new verifying officer. The product issuer will identify each verifying officer, who will in turn be responsible for identifying the customer’s agents/signatories. Verification Officer details Title Mr/Mrs/Ms/Dr/Other Daytime Contact Phone Number Full given name/s Surname Date of Birth / / Residential address (PO Box is NOT acceptable) Suburb State Postcode Country 45
    • Verification Officer declaration I agree to: • identify the agents or signatories of the above customer in accordance with requirements of the Anti-Money Laundering and Counter Terrorism Financing (AML/CTF) Act and Rules and will provide the product issuer with the full name and signature of each agent or signatory. • collect the following details from each agent or signatory: o full name of agent/signatory; o title of the position/role held by the agent/signatory with the investor; o a copy of the agent/signatory’s signature; and o evidence of the agent/signatory’s authorisation to act on behalf of the investor. • make a record of the above details for each agent/signatory which will be retained by the investor. / / Dated Signature of Verification Officer Investors Authorisation of Verification Officer declaration I/We declare that the above verification officer is an employee, agent or contractor of the investor and is duly authorised to act as a verification officer for the investor. Dated / / Signature of Director/Secretary/Trustee/Partner or other person authorised to sign on behalf of the Investor Dated / / Signature of Director/Secretary/Trustee/Partner or other person authorised to sign on behalf of the Investor 46
    • Verification Officer – agents / signatories list (a) Existing Investors in the Fund [If this is an existing investor in this Fund complete (a) and (b)] DO NOT complete this section if this is a New Application – it is for existing accounts only Name of Verification Officer Name of fund for existing investment Account number Account name Contact Phone Number of Verification Officer (b) New Applications and Changes to existing agents/signatories list [If this is a new Application into the Fund only complete (b)] The following individuals are authorised to act on behalf of the above customer. The Verifying Officer completes this section of the form to provide the details of the authorised agents/signatories; is to provide the product issuer with a new list comprising of the agents/signatories details, as and when required. Full given name(s) Surname Authorised agent / signatory to sign 1 2 3 4 5 Please provide full name of each a g e n t / s i g n a t o r y a b o v e , if there are more than 5 a g e n t s / s i g n a t o r i e s please prove details on a separate sheet and attach to this Application Form Dated / / Signature of Verification Officer 47
    • Section 8 – Tax File Number and Australian Business Number Tax File Number (‘TFN’) TFN of Investor 1 TFN of Investor 2 OR Exemption Code or reason (provide details) Australian Business Number (‘ABN’)(if any) Note: Collection of TFN and ABN information is authorised and its use and disclosure strictly regulated by tax laws and the Privacy Act. Investors must only provide an ABN instead of a TFN when the investment is made in the course of their enterprise. You are not obliged to provide either your TFN or ABN, but if you do not provide either, or claim an exemption, we are required to deduct tax from your distribution at the highest marginal tax rate plus Medicare levy to meet Australian taxation law requirements. For more information about the use of TFNs for investments, contact the enquiries section of your local branch of the Australian Taxation Office. Once provided, your TFN will be applied automatically to any future investments in the Fund where formal application procedures are not required (eg. Distribution reinvestments), unless you indicate, at any time, that you do not wish to quote a TFN for a particular investment. Exempt investors should attach a copy of the certificate of exemption. For super funds or trusts list only the applicable ABN or TFN for the super fund or trust. Section 9 - Source of funds/ nature of business/purpose of investment Investing entity’s business and industry of operation - please be as specific as possible (eg professional investing, food manufacturing, lawyer, accountant): Please provide details of the major source(s) of funds used for this investment (e.g. business activity, personal employment, financial investments, real estate investments, inheritance or gift): Please provide details of the purpose of investment (for example: superannuation investment, recommended investment strategy, portfolio investment etc) 48
    • Section 10 - Investor Contact Details (all new investors to complete) Investor contact name and contact details Title Mr/Mrs/Ms/Dr/Other Daytime Contact Phone Number Full given name/s Surname Phone Number (mobile or home) Phone Number (work) Fax Number Email Address Postal Address (if different to street address) Postal address Suburb / State Postcode Country Section 11 - Investment Choice and Investment Distribution Options Distributions (please select one only)** Amount to be Name of Investment Fund invested# Pay all to a Reinvest all bank account GUILD CAPITAL AUSTRALIAN $ EQUITIES FUND ** If no selection is made or an incomplete instruction is received, the Distribution will be automatically reinvested for Australian investors. Payment Method (Payment maybe made by Cheque, or Electronic Funds Transfer) Cheque Payment (please your selection) All cheques should be crossed ‘Not Negotiable’ and must be in Australian currency, and drawn on an Australian domiciled financial institution Make cheque ANZ Banking Group Limited ACF Guild Capital Australian payable to: Equities Fund 49
    • Electronic Funds Transfer For electronic transfer of application monies the preferred method of payment is by RTGS to: Bank Name AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED Bank Address 55 Collins Street, Melbourne 3000 Account Name ANZ Banking Group Limited ACF Guild Capital Australian Equities Fund BIC ANZBAU3M BSB Number 013 030 Account Number 83755 9949 Reference: INVESTOR NAME Please make payment net of all bank charges and fax a copy of payment advice showing value date of payment to the administrator on (02) 8915 1620. Only the net amount received will be invested in the Fund. Section 12 - Investor banking details (for distributions and redemptions) Please provide bank account details held at a branch of Australian domiciled bank in the name of the unit holder. Bank Name Bank Address Account Name BSB Number Account Number Section 13 - Annual Financial Report You can obtain a copy of the annual financial report for the Fund from the EQT website at www.eqt.com.au from 30 September each year. However, if you would like to receive a copy by post please tick the box below. Section 14 – Privacy When you complete this Application Form EQT will be collecting personal information from you for the primary purpose of processing and administering your investment in the Fund. In order to comply with Australian Taxation laws, the Corporations Act, the Anti-Money Laundering and Counter-Terrorism Act and other laws and regulations EQT must collect certain information about you. EQT may also be required to obtain personal information (including sensitive information) about you from third parties in order to comply with these laws. EQT may disclose your personal information to other parties involved in providing services to, administering or managing the Fund (such as to your financial adviser and to service providers such as external administrators and posting services). EQT may also use your information to forward to you, from time to time, details of other investment opportunities offered by EQT in which you may be interested, please tick the box below. 50
    • Section 15 – Declarations and elections You should read the PDS for the Fund dated 11 March 2010 offering Units in the Fund before investing. A person giving access to this Application Form must, at the same time and by the same means, give access to the PDS and any document which updates the information contained in the PDS. While the PDS is current, EQT will provide on request and without charge a paper copy of the PDS, any document which updates it and the Application Form to anyone receiving an electronic copy of the PDS. The law prohibits any person passing on to another person this Application Form unless it is attached to, or accompanied by, a complete and untampered electronic version of the PDS or a print out of it. I/We have read the PDS to which this Application Form applies and agree to be bound by the terms and conditions of the PDS and the constitution of the Fund in which I/we have chosen to invest. I/We have detached this Application Form from the PDS and declare that all details are correct. I/We acknowledge that Equity Trustees Limited is not responsible for the delays in receipt of monies caused by the postal service or my bank. If I/we have provided an e-mail address, I/we consent to receive on-going investor information including PDS information, confirmations of transactions and additional information as applicable, via that method of delivery. I/we received and accepted this offer in Australia. I/we acknowledge that Equity Trustees Limited or the Investment Manager do not guarantee the repayment of capital or the performance of the Fund or any particular rate of return from the Fund. I/We acknowledge and agree that where the Responsible Entity determines that following a withdrawal request, my/our total investment in the Fund is below $200,000: o the Responsible Entity may compulsorily redeem any of my/our outstanding Wholesale Units; and o issue replacement Retail Units to me/us. I/We acknowledge and agree that where the Responsible Entity, in its sole discretion, determines that: o I/we are ineligible to hold Units in the Fund or have provided misleading information in my/our Application Form; or o I/we owe any amounts to EQT or any other person, I/we appoint the Responsible Entity as my/our agent to submit a withdrawal request on my/our behalf in respect of all or part of my/our Units, as the case requires, in the Fund. By signing this Application Form, I/we acknowledge that I/we have read and understood the PDS and where appropriate have obtained my/our own independent financial investment advice (having regard to the inherently complex nature of these products). Other investment information / Annual Report Please tick this box if you do not want to be updated with such investment opportunities. If you do not mark the box we will assume that you want to hear about the investment opportunities we have described. If you would like to receive a copy of the annual financial report for the Fund by mail please tick the box. Financial Adviser Access to investor information (This section is to be completed by Applicants who apply for Units in the Fund via a Financial Adviser) I/We agree that information relating to my/our investment be supplied to my/our financial adviser. Please tick this box if you do not wish to your financial adviser to have access to information about your investment. Please elect if you wish copies of all transaction confirmations to be provided to your financial adviser. Note: If no election is made copies will not be sent. Yes, please send copies of all transaction confirmations to my/our adviser No, please DO NOT send copies of all transaction confirmations to my/our adviser 51
    • Authorised signatories for future instructions (You may specify the way that you wish to sign future instructions in relation to your investment in the Funds.) These instructions do not apply for your initial application. They will apply to all your existing and future Unit holdings in the Fund until such time as you advise EQT in writing to the contrary. A. Individual / Joint / Sole Trader Please tick one of the following options all unitholders must sign (unless indicated) any one unitholder may sign B. Company (Please tick one of the following options) sole director and company secretary one director and company secretary two directors AND also tick one of the following options Signed under common seal Signed without common seal C. Trust / Superannuation Fund / Partnership (Please tick one of the following options) one director and secretary two directors two executive officers two authorised signatories AND also tick one of the following options Signed under common seal Signed without common seal Section 16 - Signatures Name of Applicant Signature of Applicant Date Capacity (please tick if applicable) Individual Signatory Sole Director / Secretary Secretary Joint Signatory Director Authorised Signatory Name of Applicant Signature of Applicant Date Capacity (please tick if applicable) Individual Signatory Sole Director / Secretary Secretary Joint Signatory Director Authorised Signatory Company Seal (If applicable) 52
    • GCAM Client Services Client Services: 1300 855 793 Fax: +61 2 8915 1620 Email: info@guildcapital.com.au Post: Guild Capital Asset Management Limited PO Box A2224 Sydney South NSW 1235 Website: www.guildcapital.com.au Investment Manager (ACN 114 423 362, AFSL 290409) Guild Capital Asset Management Limited Telephone: 03 9810 9820 Responsible Entity: Equity Trustees Limited, ABN 46 004 031 298, AFSL 240975 Telephone: 03 8623 5000 Fax: 03 8623 5395 Email: equity@eqt.com.au Post: Equity Trustees Limited Level 2, 575 Bourke Street Melbourne Vic 3000 Website: www.eqt.com.au 53