goldman sachs jbwere global small companies wholesale fund

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A Product Disclosure Statement for investors investing through a Platform Dated 28 February 2008 ARSN 090 047 822 Goldman Sachs JBWere Global Small Companies Wholesale Fund

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Page 1: Goldman Sachs JBWere Global Small Companies Wholesale Fund

A Product Disclosure Statement for investors investing through a PlatformDated 28 February 2008

ARSN 090 047 822

Goldman Sachs JBWereGlobal Small Companies Wholesale Fund

Page 2: Goldman Sachs JBWere Global Small Companies Wholesale Fund

Contents

Important information 1

Introducing Goldman Sachs JBWere Asset Management 2

The Goldman Sachs JBWere Global Small Companies Wholesale Fund at a glance 2

About managed funds 3

What are the significant benefits? 4

What are the significant risks? 5

Our approach to managing investments 7

Goldman Sachs JBWere Global Small Companies Wholesale Fund 8

Fees and other costs 9

Additional explanation of fees and costs 10

Example of annual fees and costs 12

Investment instructions 13

Additional investment information 14

Important additional information 15

Taxation 19

Offices of the Manager 21

This Product Disclosure Statement (‘PDS’) is dated 28 February 2008, being the date the preparation of this PDS was completed, and will be circulated throughout Australia. This PDS relates only to investors in any Platform authorised to use this PDS. Other investors in the Goldman Sachs JBWere Global Small Companies Wholesale Fund (the ‘Fund’, also referred to in this PDS as the ‘Global Small Companies Wholesale Fund’) may rely on the latest Goldman Sachs JBWere Funds PDS. Any such investor who wishes to acquire units in the Fund will need to complete the application forms attached to or accompanying that PDS.

Units in the Fund are issued by Goldman Sachs JBWere Managed Funds Limited ABN 63 005 885 567 which is the Responsible Entity for the Fund. Goldman Sachs JBWere Managed Funds Limited carries on business in relation to the Fund under the name Goldman Sachs JBWere Asset Management and is also referred to throughout this PDS as ‘Goldman Sachs JBWere Asset Management’, ‘GSJBW Asset Management’, ‘the Manager’, ‘we’, ‘us’ or ‘our’. Goldman Sachs JBWere Managed Funds Limited holds an Australian Financial Services Licence, number 230251.

All dollar amounts in this PDS are quoted in Australian dollars.

In preparing this PDS, we have not taken into account any particular investor’s individual investment objectives, financial situation or needs.

Before making an investment decision on the basis of this PDS, you need to consider whether this investment is appropriate in light of your own circumstances.

The Manager is the issuer of this PDS.

The offer of Units in the Fund (‘Units’) in this PDS is available to persons receiving the PDS in Australia (including in electronic form). The PDS does not constitute an offer or invitation in any place outside Australia, unless expressly authorised by us. In particular, Units are not available for purchase by investors in the United States or by any other United States person or persons. The PDS is not to be distributed in jurisdictions outside Australia. Any failure to comply with such restrictions may constitute a violation of applicable securities law.

None of Goldman Sachs JBWere Pty Ltd, Goldman Sachs JBWere Group Holdings Pty Ltd and their respective subsidiaries including Goldman Sachs JBWere Managed Funds Limited and Goldman Sachs JBWere Investment Management Pty Ltd (together, the ‘Goldman Sachs JBWere Group’), nor the appointed custodian of the Fund nor any other party guarantees the performance or success of the Fund, the rate of income or capital return from, the repayment of investments in the Fund, or that there will be no capital loss or particular taxation consequence of investing. No party other than us is responsible for any information or statement in this PDS.

If any of the information contained in this PDS changes in a manner that is not materially adverse to Unitholders, we may update that information by posting the updated information on our website, www.gsjbw.com/assetmanagement. This information is available at any time. A paper copy of any information updated in this way will be given to you, if you request it.

Goldman Sachs is a registered trade mark of Goldman, Sachs & Co.

Membership of IFSA

Goldman Sachs JBWere Asset Management is a member of the Investment and Financial Services Association (IFSA).

Page 3: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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Important information

Only investors in any Platform which is authorised by us to use this PDS may rely on the information in this PDS for the purposes of any application to invest in the Fund and also for any direction or instruction given by the investor to invest in the Fund.

We may decline to accept an application for investment in the Fund if the relevant Platform is not authorised by us to use this PDS.

Investors can only gain access to this Fund via a Platform such as a master trust or wrap.

Where a Platform investor directs the Platform to acquire Units in the Fund on their behalf they do not become Unitholders in the Fund and accordingly have no rights as a Unitholder. The Platform (or its custodian) is the direct investor in the Fund, and becomes the Unitholder. Subject to the terms of the Platform it is up to the Platform to determine whether it will exercise its rights as a Unitholder in the Fund on behalf of the Platform investor. This will depend on the arrangements between the Platform investor and the Platform. You should discuss your rights with your Platform.

Unless stated otherwise, any reference in this PDS to investing in the Fund is a reference to investing in the Fund via a Platform.

Who do I contact with enquiries about my investment?

Your first point of contact is your Platform operator. If any issues you have about your investment remain unresolved then you may wish to contact any complaints scheme in which the Platform, of which you are a member, participates.

Page 4: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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Introducing Goldman Sachs JBWere Asset Management

Goldman Sachs JBWere Asset Management is a specialist provider of investment management products and services, and forms part of the Goldman Sachs JBWere Group. The Group’s core principles encompass putting clients’ interests first, integrity, professionalism and a commitment to excellence.

Goldman Sachs JBWere Asset Management’s Australian and New Zealand client base includes some of the industry’s largest corporate superannuation funds, wholesale Platforms and dealer groups, as well as a large

pool of retail clients investing directly or via a financial adviser. We take a long term approach to investing as we believe this will allow our clients’ investments to perform to their full potential. We select assets likely in our view to add value consistently over the medium-to-long term.

We offer a comprehensive range of actively managed domestic and international funds, as well as cash products, fixed income funds and alternative assets.

Information on our full range of products is available on our website www.gsjbw.com/assetmanagement.

This is a summary of the Fund. You should read the entire PDS for full details before investing. Please refer to the sections entitled ‘What are the significant benefits?’ on page 4 and ‘What are the significant risks?’ on page 5 to consider the benefits and risks involved in investing in the Fund. The section ‘Fees and other costs’ on page 9 will outline the costs of investing in the Fund.

Global Small Companies Wholesale Fund Investment objective To achieve medium-to-long term capital growth by investing in smaller companies globally. In doing

so, we aim to outperform the S&P/Citigroup Broad Market Index World less than US$2B ex Australia in A$ over rolling three-year periods.

Asset Allocation range* • 80–100% International securities

• 0–20% cashRecommended investment time frame

5–7+ years

Variability of returns HighContribution fee NilWithdrawal fee NilEstimated management costs (see page 10)

1.43 % pa

Contributions DailyMinimum initial investment Please refer to your Platform for detailsMinimum additional investment

Please refer to your Platform for details

Withdrawals DailyMinimum withdrawal Please refer to your Platform for detailsMinimum investment balance Please refer to your Platform for detailsUnit pricing DailyDistributions (see page 14) Half yearlyFund inception date 30 November 1999Funds under management 31 January 2008

$425.5 million

* This represents the portfolio of the underlying pooled fund.

The Goldman Sachs JBWere Global Small Companies Wholesale Fund at a glance

Page 5: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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About managed funds

What is a managed fund?A managed fund allows individual investors to pool their money. This pool is then used to invest in a range of different assets in line with the investment policy of the fund. For example, a typical Australian equities fund will be invested in companies listed on the Australian Stock Exchange.

The Fund described in this PDS is a unit trust. When you invest in the Fund, you buy Units in the Fund, however this is not a direct investment in the Fund’s assets. The value of the Units you hold represents the value of your proportion of the assets the Fund owns.

As the Fund’s Unit value can rise and fall, the value of your investment can also rise and fall.

What are the types of investments available?Investments are broadly grouped into categories called ‘asset classes’. The main asset classes in which managed funds can invest are broadly defined below:

Shares Represent the legal ownership of part of a company, which may be local or foreign. Shares in publicly listed companies may be bought and sold through a stock exchange, such as the Australian Stock Exchange.

Property A property investment may be either direct (e.g. houses, offices or factories) or indirect via securities held in a property trust or property company.

Fixed interest A fixed interest investment is essentially a loan to an organisation or government that in return issues a security (bond), and undertakes to pay a series of interest payments over time, and to repay principal at maturity.

Cash A cash investment is typically a short-term, interest-bearing product such as a bank bill, commercial bill, promissory note or bank deposit.

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What are the significant benefits?

This section deals with the significant benefits of investing in managed funds, including the Fund, rather than benefits arising from your Platform.

An investment in the Fund may provide you with certain benefits in addition to exposing you to certain risks (see page 5 for further details of risks).

Why invest in managed funds?Some of the significant benefits of investing in managed funds generally include:

Professional managementBy investing in a managed fund, you benefit from your investment being managed by a team of highly qualified and experienced managers. The investment team manages the investment on your behalf by researching the markets and securities in which they invest. They have access to dedicated fulltime research resources, utilise rigorous investment processes and highly developed risk management techniques and have access to advanced technology and trading systems.

Access to investment opportunitiesBy investing in a managed fund you effectively pool your money with that of other investors. This means you can take advantage of the greater buying power and investment opportunities a large pool of money allows, even though you may have a comparatively small sum of money to invest.

DiversificationBy investing in a managed fund your money can be spread over a wide range of assets, and as a result, your exposure to risk can be reduced. A broader spread of assets can increase your exposure to investment opportunities.

Right to income distribution (if any)Investing in a managed fund means you may receive regular income from your investment in the form of income distributions. There may be times however, when income distributions cannot be made, are lower than expected or are delayed (see page 14 for more information).

LiquidityInvesting in a managed fund generally allows you to add to your investment, switch between funds or withdraw your investment at any time (subject to the terms and conditions outlined on page 13).

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What are the significant risks?

This PDS does not contain any significant risks of investing in the Fund arising from your participation in your Platform. It deals with the risks of direct investment only. However, all forms of investment, including managed funds, involve some level of risk, so it is important that you understand what risk is and how it might affect your investments in the Fund.

We do not guarantee the performance or success of the Fund, any level of capital or other return from, or the repayment of investments, in the Fund. We do not guarantee that there will be no capital loss nor any particular taxation consequences of investing. Past performance is not a reliable indicator of future performance. An investment in the Fund may involve a high degree of risk, including the risk that you could incur substantial losses.

What is investment risk?‘Investment risk’ is the possibility that your investment will not perform as well as expected. For example, the value of your investment could fall below its initial cost, and as a result you could lose money on that investment.

The level of investment risk you are able to tolerate is an important factor in choosing the investments that will best suit your needs. Before deciding if this Fund is appropriate

for you, we recommend that you discuss your situation with your financial adviser, who will be able to advise what level of risk is appropriate for your circumstances.

Understanding volatility At its simplest, volatility is the fluctuation of an investment’s return over a period of time. Different types of investments have varying levels of volatility. For example, Australian and international shares and listed property trusts generally have a higher level of volatility compared to cash and fixed interest investments, particularly over the short term when the value of the investment can fall below the initial purchase cost.

The reward to investors for holding a more volatile investment is potentially a higher level of return. History suggests that over the long term (i.e. five years or more) an investment in, say, Australian shares and listed property provides a higher return than holding an investment with a lower risk profile (e.g. bank deposits, and to a lesser extent, bonds). It is therefore vital to consider your investment ‘horizon’ when making your decision to invest.

The following table is a guide to the broad differences in expected risk and return between various asset classes:

Cash Fixed interest Property Shares InternationalVolatility Low–Medium Medium Medium–High High HighReturns Low–Medium Medium Medium–High High HighTime frame (years) 1 + 3–5 + 5 + 5–7 + 5–7 +Possible tax benefits No No Yes Yes YesExamples Bank accounts, bank

bills, cash fundsGovernment bonds, debentures, bond funds

Houses, offices, factories, property funds

Shares, share funds, listed investment funds

Shares funds, fixed interest funds

Page 8: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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What are the significant risks? continued

What are the different types of risk?There are a number of types of investment risk. Some or all of the following may apply to the Fund, depending on which assets the Fund is invested in:

Counterparty riskCounterparty risk is the risk that any of the Fund’s trading counterparties, including derivative counterparties, a custodian, or an issuer or guarantor of fixed income securities held by the Fund, becomes insolvent or cannot otherwise meet their obligations to repay money.

Country, legal, tax and regulatory riskThis is the risk of being exposed to the regulatory (including tax and legal), economic and/or political climate in the countries in which a fund invests or has exposure to. These risks may adversely affect investments held in those countries as well as impact on the Fund’s performance.

Currency riskThis is the risk that currency movements can adversely affect the value of international investments. For example, a fall in the value of the Australian dollar can increase the value (in Australian dollar terms) of international investments held by the Fund. On the other hand, a rise in the Australian dollar can reduce the value of that investment.

Derivative risk Derivatives are financial instruments that derive their performance, at least in part, from the performance of an underlying asset, index or interest rate (e.g. futures contracts, forward contracts, options, swaps and Access Products). The use of derivatives involves risk different from, or possibly greater than, the risks associated with investing directly in securities or more traditional investments, depending on the characteristics of the particular derivative and the Fund as a whole. Derivatives will permit the Fund to increase or decrease the level of risk of its assets, or change the character of the risk to which its assets are exposed. Derivatives may be subject to various types of risk, including market risk, liquidity risk, counterparty risk, legal risk and operations risk. In addition, swaps and other derivatives can involve significant economic leverage and may, in some cases, involve significant risks of loss.

Fund risk This is the risk that the Fund could terminate, the fees and expenses could change, or our investment managers could change. We have the discretion to increase fees and expenses or change the Investment Manager in relation

to the Fund. If any of these events were to occur we would provide you with at least 30 days’ prior notice. There is also the risk that investing in the Fund may produce 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.

Managed funds may be constrained by the amount of money that we believe can be accepted without compromising the efficient management of those funds. To ensure those funds remain efficient and competitive, we have the discretion to close a fund to new investments from time to time when we believe the fund has reached capacity. If the Fund was to close to new investments, we may elect not to accept new or additional contributions. This could potentially impact your particular investment strategy.

Investment specific riskThis refers to the inherent risk of an investment made by the Fund (e.g. an investment in a particular company’s shares) that could adversely affect the Fund’s performance.

Market risk This is the risk of being exposed to a particular investment market, such as international investment markets, or the Australian share or property markets. The performance of these markets can be affected by many factors including, but not limited to, prospects of individual companies, general economic conditions, interest rates, and the level of inflation and taxation changes in each country. Movements in investment markets will result in the value of the Fund’s underlying assets, and the value of your investment, moving up or down.

Unitholder liability riskThe Constitution of the Fund (‘Constitution’) limits your Platform’s liability to the value of the Units your Platform holds in the Fund. However, we cannot absolutely assure your Platform that it would not be liable to contribute to the Fund if there were a deficiency, because the law is not settled in this respect.

The Constitution does, however, allows us to recover from you any taxes or other amounts that we are required to pay because your Platform holds Units in the Fund or transacts on its investment.

If the Fund was to be liquidated, that Fund’s general creditors (including but not limited to us) will rank ahead of Unitholders for repayment. Unitholders will be entitled to a proportionate share of the residual balance (if any). This sum may be less than their initial investment.

Page 9: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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Our approach to managing investments

Fund investmentsThe Goldman Sachs JBWere Global Small Companies Wholesale Fund – ARSN 090 047 822 will invest in cash, investments, and/or units in the Goldman Sachs JBWere Global Small Companies Pooled Fund – ARSN 089 911 651.

Goldman Sachs JBWere Asset Management also manages the underlying pooled fund. The investments of the underlying pooled fund are consistent with the Fund’s objectives and conform to the authorised investments of the Fund. References in this PDS to the investments held in the Fund relate to the underlying pooled fund.

Investing in international equitiesGoldman Sachs JBWere Asset Management delegates the management of the international assets of the Fund offered in this PDS to US-based Wellington Management Company, llp, (‘Wellington Management’). Wellington Management, established in 1928, is one of the oldest and largest investment management companies in the United States and operates separately of Goldman Sachs JBWere Asset Management. Wellington Management’s sole business is investment management, which it undertakes for a range of clients worldwide. Wellington Management employs over 480 investment professionals throughout the world and at 31 December 2007 managed approximately A$670 billion in total assets for clients.

Wellington Management’s investment expertise is built primarily on proprietary, original research, which is produced by a dedicated group of analysts. These groups include global industry, global macroeconomic, regional, fixed income and specialist analysts. The company’s portfolio managers use the insights of these analytical groups to manage the Fund’s international assets.

Wellington Management focuses on ‘fundamental company analysis’, which includes a detailed understanding of individual business franchises, industry and product specific issues, supported by direct contact with company management, suppliers and competitors.

Original research is central to Wellington Management’s investment style and, in conjunction with the portfolio management teams, is a critical element in the construction and management of our international equity portfolios. This investment process combines a number of important factors, including active stock selection and, where appropriate, active country and sector management. The portfolio managers draw on the research of specialist global industry, regional equity, fixed income and macroeconomic analysts, who together provide a knowledge base of unique breadth and depth.

The identification of investment themes is an important part of some of Wellington Management’s approach. These may be based on economic cycles, demographic trends, technological changes or political and social developments. These themes may pertain to an individual industry or country, and guide the portfolio managers in their stock selection process to favour or look explicitly for stocks in locations or industries that will benefit from the identified trends. In addition to investment themes, company characteristics and valuation are also considered in the selection of each investment.

Once the investments have been selected for inclusion, the investment team then constructs the portfolio, deciding the quantity of each investment to hold in order to create a portfolio which best meets the investment objective. Short selling is not utilised in the management of the Fund.

Page 10: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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Goldman Sachs JBWere Global Small Companies Wholesale Fund

Objective

To achieve medium-to-long term capital growth by investing in smaller companies globally. In doing so, we aim to outperform the S&P/Citigroup Broad Market Index World less than US$2B ex Australia in A$ over rolling three-year periods.

How will the underlying pooled fund be invested?Generally in companies with a market capitalisation below US$2 billion (excluding Australia). •

In securities of companies which are listed or domiciled in countries included in the S&P/Citigroup Broad Market Index • World less than US$2B ex Australia.

Up to 15% of the portfolio may be invested in companies in emerging markets as defined by the S&P/Citigroup Broad • Market Index Emerging Markets.

Minimum of 80% invested in equity securities.•

Maximum of 20% invested in cash.•

The currency exposure of this Fund will not be hedged back into A$. •

Generally 180 – 250 securities held in the portfolio across 10 – 30 markets. •

Fund size as at 31 January 2008$425.5 million

Variability of returnsHigh

Recommended investment time frameMedium term 5–7+ years

Fund performance The latest performance, benchmark performance, asset allocation and size of the Fund can be viewed at www.gsjbw.com/assetmanagement or can be obtained by phoning our Investor Services team on 1800 034 494 or email [email protected]. Alternatively, your investment adviser may be able to provide you with details.

Page 11: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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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 your Platform 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 table shows fees and other costs that you may be charged when investing in the Fund. These fees and costs may be deducted from your account balance or from the returns on your investment or from the assets of the Fund as a whole. Taxes are set out in another section of this document (refer to page 19). 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. These fees are in addition to any fees you pay your Platform. You should refer to the offer document of your Platform for details of those fees and other costs.

Type of fee or cost Amount How and when paidFee when your money moves in or out of a FundEstablishment fee

The fee to open your investment

Not applicable

Contribution fee

The fee on each amount contributed to your investment

Nil

Withdrawal fee

The fee on each amount you take out of your investment

Nil

Termination fee

The fee to close your investment

Not applicable

Management costsThe fees and costs for managing your investment

A measure of the level of management costs is the Indirect Cost Ratio or ICR. The estimated ICR (% per annum) is shown in the next column.

Estimated ICR is 1.43% pa.

This equates to $715.00 pa for a $50,000 investment.

Fees are based on the net asset value of the Fund (excluding deductions for accrued fees and charges).

Fees and charges are calculated daily and are charged to the Fund before determining the income payable to Unitholders via distribution and before determining Unit prices.

Fees are paid out of each Fund generally within 14 days of the end of March, June, September and December. Expenses are charged as they are incurred.

Service feesSwitching fee

The fee for changing investment options

Not applicable

Page 12: Goldman Sachs JBWere Global Small Companies Wholesale Fund

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Additional explanation of fees and costs

Contribution fee The Constitution of the Fund provides for a contribution fee of up to 5.5% of the value of each contribution made to the Fund. At present no contribution fee is charged.

Withdrawal feeThe Constitution of the Fund provides for a withdrawal fee of up to 5.5% of the value of each withdrawal made from the Fund. At present no withdrawal fee is charged.

Management costs The Fund has its own Constitution which governs its operations. Under the Constitution for the Fund, we are entitled to certain levels of management costs including management fees and expense recoveries.

A measure of the level of management costs we charge is the Indirect Cost Ratio (‘ICR’).

What is the ICR? The estimated ICR quoted is a general measure of the fees paid and some expenses an investor would incur through an investment in the Fund over and above those expenses an investor would incur by being a direct investor in the same underlying assets. The ICR for the Fund is the ratio of the Fund’s management costs that are deducted from the Fund (but are not deducted directly from your account) to the Fund’s average net assets (excluding deductions for accrued management fees and charges).

The estimated ICR includes management fees and certain expense recoveries charged to the Fund along with the Fund’s proportion of certain expenses recovered by the underlying pooled fund. It does not include:

where applicable, any contribution fee, or buy and sell • spreads (see ‘Buy and sell spreads’ on page 11)

certain transaction costs recovered from the Fund such as • brokerage, settlement costs, custody costs on settlement and borrowing costs (see page 11), and government taxes associated with dealing in the Fund’s underlying investments (excluded when determining the ICR) which are all recoverable expenses under the Fund’s Constitution.

The additional fee disclosure table on page 11 sets out the estimated costs of the ICR payable in dollar terms on a $50,000 investment in the Fund.

Could the ICR increase? We will not permit the actual ICR for the Fund to vary by more than 2.5% of the estimated ICR for the Fund as quoted in the ‘Fees and other costs’ table on page 9 without at least 30 days’ prior notice to Fund investors.

The Fund may incur certain expenses which may be either paid directly by us or by the Fund and reimbursed by us (these will occur at least on a semi-annual basis). We reserve the right to cease paying, or reimbursing the Fund for, those expenses in the future where it is no longer economical for us to do so. Should this occur then:

the Fund’s ICR will increase (but we will provide you with • at least 30 days’ prior notice), or

we may advise you of our intention to terminate • the Fund.

We can increase the maximum amount of management fees charged or include additional expenses which can be recovered from the Fund by amending the Fund’s Constitution. We can do this only if we reasonably consider the change will not adversely affect Unitholder’s rights. Otherwise, a special resolution of the Fund’s Unitholders would be required.

Historical ICRs To assist you in comparing the past ICRs of the Fund with those of other managed investment schemes, the ‘Additional fee disclosure table’ on page 11 sets out the historical ICRs for the Fund.

Breakdown of management costs The following provides more information on the management costs charged by the Fund. These are not additional fees.

Management feesWe receive an annual management fee calculated as a percentage of the Net Asset Value (‘NAV’) of the Fund. The fee is calculated daily and paid monthly. The Fund’s Constitution specifies the quantum of the management fee is determined by the Responsible Entity, subject to the maximum fee permitted under the Constitution.

Expense recoveriesThe Fund will pay certain third party expenses and administration costs which may include Custodian fees and investment management fees. As expense recoveries are charged to the Fund as and when incurred and at rates negotiated between us and our suppliers from time to time, no maximum amounts can be provided. We always aim to negotiate commercial fee arrangements with our suppliers.

Whilst not part of the expense recoveries of the Fund, investment in Australian registered managed investment schemes, including the Goldman Sachs JBWere Cash Reserves Fund, may have their own expense recoveries.

Professional investors We may negotiate rebates of our management costs with certain sophisticated (i.e. wholesale) or professional investors (as defined in the Corporations Act).

These arrangements reflect terms privately agreed between us and the sophisticated or professional investors. We will be under no obligation to make arrangements on these terms available to all other investors.

Switching feeA switch between Funds is treated as a withdrawal from one Fund and a contribution to another Fund. There is no switching fee payable on switching from this Fund to other Goldman Sachs JBWere Wholesale Funds.

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When you switch, the value of your investment will be slightly reduced because of the application of buy and sell spreads (see ‘Buy and sell spreads’ below) and roundings which are built into the calculation of entry and exit Unit prices.

Adviser Service feeThe following commissions do not include any other commissions or any fees or expenses that may be agreed between you and your financial adviser. Your financial adviser should give you details of their remuneration arrangements. As financial advisers are not our agents or representatives, we are not liable for their acts or omissions.

Up-front commissions No up-front commissions are paid to your financial adviser on applications made under this PDS.

Trailing commissions No trailing commissions are paid to your financial adviser on applications made under this PDS.

Insurance premiums There is no insurance component associated with the Fund.

Taxation For a general overview of the impact of taxation on your investment, refer to the ‘Taxation’ section on page 19.

Goods and Services Tax (GST) The Fund may be required to pay GST on management and other fees and expenses. However, where available, the Fund will claim input tax credits for the GST incurred. All references to Indirect Cost Ratio (ICR) are quoted

inclusive of the net impact of GST to the Fund (i.e. any GST payable has been reduced by any input tax credits), where applicable at the rate applying on the date of this PDS. All other fees and charges are quoted in this PDS inclusive of GST where applicable, unless otherwise stated.

Buy and sell spreads A buy and sell spread is applied at the time of contribution and the time of withdrawal. We charge a spread because if you make contributions to or withdrawals from the Fund, the Fund may need to buy or sell assets. These transactions incur costs such as brokerage and security settlement charges. These charges tend to vary between different asset classes and different countries. In order to make sure other Unitholders are not penalised when one Unitholder buys or sells Units in the Fund, a ‘spread’ is applied. Spreads are built into the entry and exit Unit prices. The monetary value of the spread stays in the Fund to cover transaction costs – it is not a fee paid to us.

The ‘Additional disclosure fee table’ below sets out the spread that is applied both on contributions to the Fund (buy spread) and on withdrawals from the Fund (sell spread). We reserve the right to alter these spreads.

Miscellaneous fees There are no additional miscellaneous fees charged by us for investors investing through a Platform.

However, we are entitled to receive, and will keep, any interest paid in respect of monies held from time to time in the trust accounts established for contributions, distributions and withdrawals.

Additional fee disclosure tableFund Current estimated ICR Historical ICRs

Estimated ICR % pa

Estimated* ICR per $50,000

invested $ pa

Year ended 30 June 2007 %

Year ended 30 June 2006 %

Year ended 30 June 2005 %

Spread applied to both

contributions (buy) and

withdrawals (sell) %

Maximum management

cost % pa

Maximum management

cost per $50,000 $ pa

Global Small Companies Wholesale Fund

1.43 $715 1.44 1.44 1.44 +/– 0.20 2.20 $1,100

* This does not reflect the actual cost of investing in the Fund.

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Example of annual fees and costs

This table provides an example of how the fees and costs for the Fund can affect your investment over a one-year period. You should use this table to compare this product with other managed investment products.

Example

Global Small Companies Wholesale Fund

Balance of $50,000 with a contribution of $5,000 during year

Contribution fees NilPlus management costs 1.43% pa For every $50,000 you have in the Fund you will be charged $715 each yearEquals 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 $715

* Assumes $5,000 investment occurs on last business day of the year.

These fees are in addition to any fees you pay to your Platform. You should refer to the offer document of your Platform for details of the Platform’s fees and other costs.

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Investment instructions

For all enquiries regarding administration of your investment or clarification of any of the following information, please contact your Platform operator.

Information about investing, switching and withdrawing from the Fund How do you invest? When investing through a Platform you must complete the documents that the Platform requires.

You do not need to fill out any of our forms.Cooling-off period As you have invested through a Platform, you should check with your Platform as to any cooling-off

rights you have.How are Unit prices calculated?

The Unit entry (or exit) price is calculated by:

• establishing the value of the Fund based on the value of its net assets, which includes undistributed income (after fees and expenses)

• dividing the value of the Fund by the number of units on issue to determine the net asset value of each unit

• increasing (or decreasing) the net asset value of each unit by the buy (or sell) spread

• rounding the price up (or down) to the nearest 1/100th of a cent.

Your Platform as the Unitholder in the Fund will be allocated Units in the Fund. The number of Units issued to the Platform operator is determined by dividing the investment amount by the Unit entry price. The withdrawal value of the Platform investment at any time is determined by multiplying the number of Units held by the current exit price. The fee and cost arrangement you have with your Platform may require you to pay additional amounts for it to acquire Units on your behalf and may mean you receive less than the withdrawal value (as determined by us) from your Platform operator if you instructed it to withdraw your investment.

The Responsible Entity maintains a Unit pricing discretions policy regarding how it will exercise the discretion reserved to it in the Constitution of each Fund in relation to the calculation of Unit entry and exit prices on the future issue and redemption of Units. A copy of this policy is available from us on request at no charge by calling our Investor Service team on 1800 034 494 or emailing [email protected]. Alternatively, you may provide a written request addressed to:

Goldman Sachs JBWere Asset Management Reply Paid 4898 Melbourne Vic 8060

How do we calculate your distributions?*

Distributions are calculated with reference to the number of Units held at the end of the distribution period.

When do we pay your distributions?*

Distributions are paid out half yearly.

How can you receive distributions?*

Your Platform will provide details of the methods by which you can receive income. Where permitted by the Platform, should you elect to reinvest your distribution in additional Units, the cash value of your distribution will acquire additional Units in the Fund at the reinvestment price. The reinvestment Unit price applied to the transaction will be based on the net value of the Fund (after deducting the value of the distribution being paid) as at close of business on the distribution date. No buy spread is applied by us when determining the reinvestment price.

How do you withdraw your investment?

As you have invested through a Platform, you will need to complete the documents which the Platform requires of you to withdraw from the Fund. You do not need to fill out any of our forms. The Constitution provides that the withdrawal will include capital and, if we in our discretion determine, an income component. We have determined that withdrawals will generally comprise a capital component only.

When do we pay your Platform?

While the Constitution allows for a maximum period of 30 days for payment of withdrawals, it is our usual practice to dispatch payment within seven business days. Payments by us will be made to your Platform. The occasions when this may take longer include those during which distributions are being calculated, audited and paid.

How do you switch your investment?

Your ability to switch investments should be described in the offer document of your Platform. You do not need to fill out any of our forms.

For the latest information on the Fund

• Contact your Platform

• Unit prices are also published regularly in selected major national and metropolitan newspapers

• Visit our website at www.gsjbw.com/assetmanagement

* For more information regarding distributions, please refer to ‘Distributions’ on page 14.

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Additional investment information

DistributionsThis section does not affect or describe the way in which you receive income arising from your investment in the Fund from your Platform. You should refer to the disclosure document prepared by your Platform and any contract between you and your Platform in relation to returns on your investments for more detail on how you receive income from your Platform.

What makes up the return on my investment?The return you receive as a Fund investor is made up of two things: a growth return and a distribution return.

The growth return is measured by the movement in the Unit price, and can be positive or negative, as the Unit price can fluctuate with changes in the market value of the underlying assets.

The distribution return is essentially the amount of income that is paid as a distribution. Depending on your Platform, you may be able to instruct us to reinvest this amount. If you do this, the number of Units you hold will increase as distributions are reinvested on your behalf.

The performance numbers we publish in the performance tables listed on our website assume that any distributions have been reinvested and are quoted net of fees. They also do not take taxation into account. If you do not reinvest your distributions, the performance of your investment may appear to be different to our published performance. If you have any queries about the Fund returns, please contact your Platform operator.

Income distributionsIncome generated by the Fund takes the form of interest, company dividends, distributions, currency gains and realised capital gains. The amount you receive will depend on the number of Units you hold for the end of a distribution period.

Your Platform will receive its share of Fund income (if any) half yearly.

While the Fund’s Constitution allows up to two months after the end of each distribution period to pay distributions, we aim to pay them as soon as practicable.

The amount available for distribution by the Fund is the net income at the end of each distribution period. We prefer to distribute net income comprising interest, company dividends and distributions at each interim distribution, with all other net income (including currency gains and realised capital gains) for the distribution period ending 30 June.

The income distributed by the fund is likely to be primarily realised capital gains. It is therefore unlikely that the fund will pay an interim distribution, i.e. a distribution at a period of time other than for the 30 June period. In these instances, any income will be retained in the Fund and paid in the distribution period ending 30 June. It is unlikely that the Fund will pay any distribution in periods where equity markets have not made capital gains nor appreciated in value.

Income is included in the Unit priceWhen we calculate Unit prices between distribution periods, we include net income in the net value of the Fund. Unit entry and exit prices are adjusted at the end of each distribution period to reflect the amount of any distribution paid.

If your Platform invests just prior to the end of a distribution period, the Unit price will include the income about to be distributed. Shortly after it makes its investment it will receive an income distribution which may represent a taxable return on its investment.

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Important additional information

Goldman Sachs JBWere Managed Funds Limited – the ‘Responsible Entity’The Responsible Entity for the Fund is Goldman Sachs JBWere Managed Funds Limited, a wholly owned subsidiary of Goldman Sachs JBWere Capital Markets Limited. At 31 December 2007 Goldman Sachs JBWere Managed Funds Limited managed more than A$8.1 billion of investors’ funds.

Under the Corporations Act, a Responsible Entity is required to either have a board of directors comprising not less than one half external directors, or to appoint a compliance committee with a majority of external representation. We comply by having a board of directors which includes not less than one half external directors.

As the Responsible Entity, we are subject to various duties imposed by the Constitution and the Corporations Act.

We have appointed a custodian for the Fund. The role of Custodian is limited to holding and maintaining the assets of the Fund as an agent of the Responsible Entity. The Custodian has no supervisory role in relation to the operations of the Fund and is therefore not responsible for protecting your interests. The Custodian has no liability or responsibility to you for any act done or omission made in accordance with the terms of the custodian agreement.

The Constitution The Fund is governed by its Constitution and the Corporations Act. The Constitution deals with our responsibilities and obligations as the Responsible Entity and your Platform’s rights as a Unitholder. The Constitution is required by law to contain certain minimum provisions. We can change the Constitution, but if we consider the change will adversely affect Unitholders’ rights, we must obtain Unitholders’ approval by special resolution given at a meeting of the Unitholders (unless otherwise permitted pursuant to ASIC relief or under the Corporations Act 2001).

You can inspect the Constitution at our Melbourne Administration Office or it can be made available to you by calling our Investor Services team on 1800 034 494.

As a Unitholder, your Platform has the right to:

participate in distributions of capital and income from • the Fund

receive financial statements •

attend and vote at meetings (and to call meetings in • certain circumstances)

have complaints handled in accordance with the • complaints handling procedures set out in the Constitution

request the withdrawal of your investment (in accordance • with the Corporations Act), and

convene a meeting of Unitholders at any time (by giving • at least 21 days’ notice) to consider and vote on a proposed resolution if a meeting is requested by:

Unitholders with at least 5% of the votes that may be -cast on the resolution

at least 100 Unitholders who are entitled to vote on -the resolution.

Compliance plan As required by the Corporations Act, we have lodged with ASIC a compliance plan for the Fund, which sets out the measures we have in place to monitor compliance with our obligations under the relevant constitution and the law. Our adherence with the compliance plan is audited annually.

Complaints resolution Investors investing through a Platform should, in the first instance, contact the operator of that Service.

Change of Responsible Entity and Compliance Plan auditor If we want to retire as Responsible Entity of the Fund, we must convene a meeting of Unitholders to choose a new Responsible Entity. We can also be removed as Responsible Entity for the Fund by an extraordinary resolution of Unitholders.

The Fund’s Compliance Plan auditor can retire or be removed by us as auditor of the Fund only with the consent of ASIC.

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Important additional information continued

Limits on borrowingWe may borrow up to 20% of the value of the Fund’s assets to redeem units or to distribute income. Other borrowing is not permitted.

Notice to Platforms Investors in any Platform that is authorised by us to use this PDS may rely on the information in this PDS (as varied by this paragraph) for the purposes of any application to invest in the Fund and also any direction or instruction given by the investor to invest in the Fund during the currency of this PDS.

We will not accept an application by an investor in a Platform for investment in the Fund if the relevant Platform is not authorised to use this PDS.

Where an investor in a Platform directs the operator, Responsible Entity or trustee of that Platform to acquire Units in the Fund on their behalf they do not become Unitholders in the Fund and accordingly have no rights as a Unitholder. The operator, Responsible Entity or trustee of the Platform (or their Custodian) is the direct investor, and becomes a Unitholder. It is up to the Responsible Entity or trustee of the Platform to determine whether it will exercise its rights as a Unitholder in the Fund on behalf of the investor in that Platform. This will depend on the arrangements between the investor in the Platform and the Platform operator, Responsible Entity or trustee.

Accordingly, for the purposes of determining whether an investor in a Platform should make a direction to the Platform Responsible Entity or trustee to acquire Units in the Fund, investors in a Platform should ignore information in the PDS which is relevant only to direct investors, in particular, those sections entitled ‘Transfer of Units’, ‘How do you invest?’, ‘How do you withdraw your investment?’, ‘How do you switch your investment?’, ‘What documentation will you receive?’, ‘How can you transact over the phone?’ and ‘Taxation’, and references to your rights as a Unitholder.

Payments to your Platform We may make volume based payments to a Platform, where they include one or more of our managed investment schemes on their menu. Such payments by us do not exceed 0.38% pa (equivalent to $380 pa for every $10,000 invested) of the relevant Platform’s total investment in relation to each particular Fund. We may also make flat-fee payments to Platforms where they include one or more Funds on their menu. Such payments do not exceed $10,000 pa and may be in addition to or instead of volume based payments. Any Platform payments are deducted from our management fee and are not a separate charge to you.

Alternative forms of remuneration We do not participate in banned alternative forms of remuneration (also called soft-dollar commission arrangements). These are certain industry-banned arrangements where rewards or other benefits are paid to financial intermediaries over and above disclosed commissions based on the quantum of monies placed into our Funds. We do, however, participate in sponsorship of certain industry events on a commercial basis.

We keep an ‘alternative forms of remuneration register’ in line with standards set down by the Investment and Financial Services Association, of which we are a member. Other fund managers, Platforms, and licensees and their representatives maintain similar registers.

The register outlines the alternative forms of remuneration which are paid and received by those entities.

Our register is publicly available and can be sent to you at your request within 7 days by calling our Investor Services team on 1800 034 494.

Transfer of Units Subject to the Constitution, your Platform may transfer Units in the Fund to another person by providing the Manager with a signed and complete standard transfer form. A transfer of Units involves a disposal of Units, which may have tax implications for you (see ‘Taxation’ on page 19).

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Suspension of contributions and withdrawals We may suspend withdrawals from the Fund for up to 28 days where it is impracticable for us to calculate the value of the Fund due to unforeseen circumstances (as set out in the Fund’s Constitution). Unforeseen circumstances include:

closure of, or trading restrictions on, stock or securities • exchanges

an emergency or other state of affairs •

on declaration of a moratorium in a country where the • Fund invests or under the Corporations Act.

In this situation, the Unit entry and exit prices will be based on the value of the Fund applicable after the end of the suspension period.

Termination The Fund will terminate on:

the expiration of 80 years less one day from the date of • its establishment

unless the Fund is terminated earlier by:

the Manager electing to wind it up by giving notice to the • Unitholders, or

extraordinary resolution of Unitholders resolving to wind • it up.

Upon termination, the investments of the Fund will be realised. The costs of realisation and any amounts owed to the Manager will be deducted from the proceeds and the balance distributed to Unitholders in proportion to the number of Units held.

Payment errors In the event that we make an error in the processing of a Unitholder application or withdrawal request, we reserve the right to amend the error on discovery.

In the event we make an error by crediting an amount to your Platform account to which you were not entitled, we reserve the right to recover any such amounts from your Platform.

Disclosing entity If there are more than 100 Unitholders of a Fund, that Fund will become a disclosing entity and will be subject to regular reporting and disclosure obligations. In those circumstances, a copy of the annual financial report and the half-year financial report most recently lodged with ASIC for that Fund will be given to you on request. Copies of documents lodged with ASIC for that Fund may be obtained from, or inspected at, an ASIC office.

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Important additional information continued

Disclosure of entitlements The Directors of Goldman Sachs JBWere Asset Management are entitled to participate in employee remuneration arrangements of, and may hold shares in members of, the Goldman Sachs JBWere Group and/or may hold Units in the Funds.

Consents Goldman Sachs JBWere Investment Management Pty Ltd has consented and has not before the date of this PDS withdrawn its consent, to the inclusion of the description of its investment approach appearing on page 18, in the form and context in which those statements are made.

Wellington Management has consented and has not before the date of this PDS withdrawn its consent to the inclusion of statements on pages 7 and 18 regarding:

its corporate profile •

its investment approach •

in the form and context in which they are included.

Ernst and Young has consented and has not withdrawn its consent before the date of this PDS to the inclusion of the statements appearing in the section headed ‘Goods and services tax’ on page 11 and the section headed ‘Taxation’ on pages 19 and 20 in the form and context which they are included.

Ethical Considerations Goldman Sachs JBWere Investment Management Pty Ltd takes environmental, social and ethical considerations and labour standards into account when assessing the financial performance and investment case of our non-quantitative Australian equity investments.

What we consider constitutes such standards and considerations and the extent that we may consider these in the investment decision making process is not predetermined; they may vary from time to time and/or on a case by case basis. Therefore, the extent to which they are considered when making decisions relating to selecting, retaining or realising our non-quantitative Australian equity investments cannot be quantified.

For investments in other asset classes or when selecting external investment managers we may or may not consider labour standards, environmental, social or ethical considerations. Investment decisions by these external investment managers may or may not incorporate these factors.

Wellington Management Company, llp treats environmental, social, and ethical issues like any other aspect of investment analysis, and takes them into account to the extent that they have an impact on company or portfolio performance. This can manifest itself within the investment thesis for a particular stock, as well as within the development and implementation of well-reasoned proxy voting and company engagement policies. As scientific, political, and public opinions have shifted in recent times to make the financial impact of these issues more tangible, Wellington Management is dedicating more resources to analysing these issues. This organic growth of analysis varies by sector, geography, and investment style, and Wellington Management expects this growth to continue.

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Taxation

General The tax comments below:

provide a broad overview of the Australian income tax • and Goods and Services Tax (GST) implications for a Platform which is a Unitholder investing in the Fund and for certain Platform Investors. The tax comments below do not, however, cover all the Australian tax implications of investing in the Fund (nor do the comments deal with any taxes, however described or calculated, that might be imposed by any foreign jurisdiction);

relate to an Australian resident Platform who is a • Unitholder and an Australian resident individual Platform Investor who is absolutely entitled to an interest in the Fund as against the Platform and where the interest is held by that individual on capital account (other than the comments contained in the paragraph below ‘Taxation of Non-Resident Unitholders’);

are based on the Australian tax laws as in force at the • date of issue of this PDS. Tax laws, and the interpretation of tax laws by the Australian Taxation Office and/or the courts, may change such that the following comments might not reflect the tax consequences for Unitholders at a particular time in the future; and

do not constitute taxation advice.•

Accordingly, it is recommended that both Unitholders and Platform Investors (collectively referred to as Investors) obtain advice from their professional advisers, particular to their own circumstances, prior to investing in or otherwise dealing with their Units.

Taxation of the Fund The Fund will be an Australian resident trust for Australian income tax purposes and the income of the Fund should ‘flow through’ to Unitholders on the basis that Unitholders are presently entitled to the net income of the Fund. The Fund itself should not pay income tax.

If the Fund incurs a tax loss, that tax loss cannot be passed on to Unitholders for income tax purposes. However, any tax losses can be carried forward by the Fund and, subject to the Fund satisfying various requirements, be offset against relevant assessable income derived by the Fund in a later year.

Taxation of Resident Unitholders The net income distributed to Unitholders may comprise various amounts, including interest, dividends, distributions and gains on the disposal of investments. Unitholders will be assessed on their share of the taxable income of the Fund, in the year in which their entitlement relates (even if the distribution is reinvested into additional Units in the Fund).

FrankingThe Fund will seek to distribute any franking credits attaching to franked dividends. These amounts will generally be included in the calculation of a Unitholder’s taxable income. Depending upon the particular circumstances, Platform Investors may be able to offset the franking credits against any resulting tax liability, or be paid a refund if the franking credits exceed their total tax liability.

Foreign income and foreign tax credits

The Fund may distribute amounts of foreign income and foreign tax credits attaching to that income. As with franking credits, these amounts need to be included in the calculation of a Unitholder’s taxable income, however the foreign tax credits will be limited to the amount of Australian tax payable on foreign income of the same class. Currently, excess foreign tax credits may be carried forward and used to offset foreign income of the same class. The quarantining of foreign tax credits within classes of foreign income will cease to apply from 1 July 2008. For further details, refer to ‘Taxation Reform’ below.

Accrual amountsAlthough not generally expected, it is possible that a distribution from a Fund with foreign investments may include a Foreign Investment Fund (FIF) attribution amount. If the annual income statement includes a FIF attribution amount, Investors should seek specific tax advice.

Distributions of capital gains Where the Fund makes a distribution which includes a net capital gain, Investors may be required to gross up the net capital gain (that is, add back the capital gains tax discount amount, if any). Investors may then apply any capital losses to reduce the grossed up capital gain. Finally, where applicable, Investors may be able to apply the capital gains tax discount (50% for individuals and certain trusts and 33.33% for complying superannuation funds) to arrive at their net capital gain. This amount should be included in the calculation of an Investor’s taxable income.

Investors should obtain specific professional advice about the availability of the capital gains tax discount.

Tax deferred amounts Tax deferred amounts can arise if the Fund makes certain payments to Unitholders and some or all of the payments are not included in the Investors’ assessable income. Although tax deferred amounts are generally not subject to income tax (and therefore are not required to be included in an Investor’s tax return), such amounts reduce the cost base of a Platform Investor’s Units. This may increase the assessable capital gain or decrease the capital loss when the Platform Investor ultimately disposes of their Units. Distributions of capital gains tax Concession Amounts (the non-assessable component of a capital gain subject to the capital gains tax discount) should not cause any adjustment to the cost base of a Platform Investor’s Units.

Taxation on Withdrawal, Switching or Transfer of Units The withdrawal, switching or transfer of Units by a Unitholder will generally constitute a disposal of those Units for capital gains tax (CGT) purposes. However, the CGT implications of a disposal depends upon whether or not the Platform Investor is absolutely entitled to the Units in the Fund as against the Platform. Platform Investors should seek independent professional advice as to whether or not they have absolute entitlement.

If the Platform Investor is absolutely entitled to the Units in the Fund as against the Platform, any CGT event that happens to

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Taxation continued

the Units in the Fund will be regarded as giving rise to a CGT event to that Platform Investor (and not the Unitholder).

A capital gain will arise where the capital proceeds on disposal exceed the cost base of the Units disposed of. A CGT discount of 50% may be applied by individual Platform Investors against the net capital gain where the Units have been held by that individual for at least 12 months and certain other requirements have been met.

A capital loss will arise where the capital proceeds on disposal are less than the reduced cost base of the Units disposed of. A capital loss may be offset against current or future capital gains (prior to application of the CGT discount).

Last Remaining Unitholders There is a risk that where the Fund has a small number of remaining Unitholders, the cash amount distributed may be less than the taxable income distribution.

Taxation of Non-Resident Unitholders Distributions to non-resident Unitholders may have tax withheld by the Manager or may be subject to applicable rates of non-resident withholding tax (also withheld by the Manager), depending upon the nature of the amount distributed and the Unitholder’s country of residence. Non-resident Unitholders may be entitled to a credit in their country of residence for the Australian tax withheld. Non-resident Unitholders should seek specific tax advice in their home country.

Tax may be withheld from distributions relating to capital gains derived by the Fund from the disposal of assets that are taxable Australian property. Generally, assets are only taxable Australian property where the asset is Australian real property, a non-portfolio (10% or more) share or interest in a land rich entity, or an asset used in carrying on a business through a branch in Australia. Non-resident Investors may be entitled to the 50% capital gains tax discount, depending on their circumstances.

Non-resident Investors should generally not be subject to Australian tax on capital gains realised on the withdrawal or transfer of Units in the Fund, unless the Fund is regarded as a land rich entity.

Taxation Reform Foreign losses, foreign tax credits and quarantiningThe Tax Laws Amendment (2007 Measures No. 4) Act 2007, will remove the current quarantining of foreign losses and of foreign tax credits against particular classes of foreign income. The Act will also remove the ability to carry forward excess foreign tax credits from 1 July 2008. This may impact the tax net income calculation of the Fund where it has foreign income or losses (as well as the taxable income calculation of Platform Investors).

Taxation of Financial Arrangements On 20 September 2007, the Government introduced into Parliament the Tax Laws Amendment (Taxation of Financial Arrangements) Bill 2007, (the Bill) containing stages 3 and 4 of the Taxation of Financial Arrangements (TOFA) reform program. The Bill subsequently lapsed with the calling of the Federal election, however, it is expected that the Bill will be re-introduced this year. If the Bill is re-introduced in substantially the same form as the lapsed Bill, the rules may have application to certain financial arrangements that the Fund starts to have in income years commencing on or after 1 July 2009. However, the Fund may elect to apply the rules to an income year commencing on or after 1 July 2008, and/or to bring within the TOFA rules certain financial arrangements that the Fund started to have before the relevant commencement date.

Goods and Services Tax (GST) The acquisition of Units and subsequent disposal or redemption of Units in the Fund will not be subject to GST, regardless of whether or not the Unitholder is registered for GST. In the instance the Unitholder is registered for GST, these transactions will be considered input taxed financial supplies.

Furthermore, the receipt of distributions does not give rise to any GST consequences as such amounts are considered to be outside the scope of GST.

However, Platform Investors should seek independent advice with respect to the GST consequences arising from their investments.

Annual Income Statement To assist in the preparation of a Unitholder’s income tax return, the Manager will provide an annual income distribution statement. This statement will contain details of income, capital gains and any tax credits included in the distribution from the Fund.

Tax File Number (TFN), Exemptions and Australian Business Number (ABN) It is not compulsory for a Unitholder to quote their TFN or their exemption details, however if a Unitholder does not, the Manager may be required to deduct tax at the highest marginal rate (currently 45%) plus Medicare Levy (1.5%) from any income payable. Unitholders that hold Units as part of an enterprise may quote their ABN instead of their TFN.

Warning The taxation information has been provided by Ernst & Young, which is not required to hold an Australian Financial Services Licence (AFSL) under the Corporations Act 2001, in order to provide this information. The information is confined to taxation issues and is only one of the matters that must be considered when making a decision about investing in the Fund. Investors should consider taking advice from a holder of an AFSL before making a decision about investing in the Fund.

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Offices of the Manager

Registered office Level 17 101 Collins Street Melbourne, VIC 3000

Melbourne administration office Our Melbourne Administration Office is the office to which all applications, withdrawal and switching requests must be directed.

Contact details Reply Paid 4898 Melbourne Vic 8060

Telephone (03) 9679 1444 Freecall 1800 034 494 Facsimile (02) 8262 5461 Freecall facsimile 1800 624 983 Ausdoc number DX 39813, 101 Collins, VIC Email [email protected] Website www.gsjbw.com/assetmanagement

ME181_4325_G_FEB08

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