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India Avenue Equity Fund – Wholesale Class Product Disclosure Statement ARSN 611 374 586 APIR ETL0482AU Issue Date 1 November 2019 About this PDS This Product Disclosure Statement (“PDS”) has been prepared and issued by Equity Trustees Limited (“Equity Trustees”, “we” or “Responsible Entity”) and is a summary of the significant information relating to an investment in the India Avenue Equity Fund – Wholesale Class (the “Fund”). It contains a number of references to important information (including a glossary of terms) contained in the India Avenue - Wholesale Class Reference Guide (“Reference Guide”), which forms part of this PDS. You should carefully read and consider both the information in this PDS, and the information in the Reference Guide, before making a decision about investing in the Fund. The information provided in this PDS is general information only and does not take account of your personal objectives, financial situation or needs. You should obtain financial and taxation advice tailored to your personal circumstances and consider whether investing in the Fund is appropriate for you in light of those circumstances. The offer to which this PDS relates is only available to Wholesale Clients (as defined in the Reference Guide) receiving this PDS (electronically or otherwise) in Australia and Wholesale Investors (as defined in the Reference Guide) receiving this PDS (electronically or otherwise) in New Zealand who have completed a Wholesale Investor Certificate attached to the Application Form. New Zealand investors must read the India Avenue Equity Fund New Zealand Wholesale Investors Fact Sheet. All references to dollars or “$” in this PDS are to Australian dollars. This PDS has not been, and will not be, lodged with the Registrar of Financial Service Providers in New Zealand, and is not a product disclosure statement under the FMCA. New Zealand Wholesale Investors wishing to invest in the Fund should be aware that there may be different tax implications of investing in the Fund and should seek their own tax advice as necessary. This PDS does not constitute a direct or indirect offer of securities in the US or to any US Person as defined in Regulation S under the Securities Act of 1933 as amended (“US Securities Act”). Equity Trustees may vary this position and offers may be accepted on merit at Equity Trustees’ discretion. The units in the Fund have not been, and will not be, registered under the US Securities Act unless otherwise approved by Equity Trustees and may not be offered or sold in the US to, or for, the account of any US Person (as defined in the Reference Guide) except in a transaction that is exempt from the registration requirements of the US Securities Act and applicable US state securities laws. Contents 1. About Equity Trustees Limited 2. How the India Avenue Equity Wholesale Class Fund works 3. Benefits of investing in the India Avenue Equity Wholesale Class Fund 4. Risks of managed investment schemes 5. How we invest your money 6. Fees and costs 7. How managed investment schemes are taxed 8. How to apply 9. Other information The Reference Guide Throughout the PDS, there are references to additional information contained in the Reference Guide. You can obtain a copy of the PDS and the Reference Guide, free of charge, by visiting www.eqt.com.au/insto or www.indiaavenueinvest.com, or emailing [email protected] or by calling the Responsible Entity. The information contained in the Reference Guide may change between the day you receive this PDS and the day you acquire the product. You must therefore ensure that you have read the Reference Guide current as at the date of your application. Updated information Information in this PDS is subject to change. We will notify you of any changes that have a material adverse impact on you or other significant events that affect the information contained in this PDS. Any information that is not materially adverse information is subject to change from time to time and may be obtained by visiting www.eqt.com.au/insto or www.indiaavenueinvest.com, or emailing [email protected]. A paper copy of the updated information will be provided free of charge on request. Investment Manager India Avenue Investment Management Australia Pty Limited ABN: 38 604 095 954, AFSL 478233 Level 2, 33 York St Sydney NSW 2000 Ph: +612 8245 0506 Web: www.indiaavenueinvest.com Custodian and Registry Mainstream Fund Services Pty Ltd Client Services Registry Team GPO Box 4968 Sydney NSW 2001 Responsible Entity Equity Trustees Limited ABN 46 004 031 298, AFSL 240975 GPO Box 2307 Melbourne VIC 3001 Ph: +613 8623 5000 Web: www.eqt.com.au/insto India Avenue Equity Fund – Wholesale Class PDS 1

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Page 1: India Avenue Equity Fund – Wholesale Class · Wholesale Class Fund works The Fund is a registered managed investment scheme governed by the Constitution. The Fund comprises assets

India Avenue Equity Fund– Wholesale ClassProduct Disclosure StatementARSN 611 374 586APIR ETL0482AUIssue Date 1 November 2019

About this PDSThis Product Disclosure Statement (“PDS”) has been prepared and issued by EquityTrustees Limited (“Equity Trustees”, “we” or “Responsible Entity”) and is a summary ofthe significant information relating to an investment in the India Avenue Equity Fund –Wholesale Class (the “Fund”). It contains a number of references to importantinformation (including a glossary of terms) contained in the India Avenue - WholesaleClass Reference Guide (“Reference Guide”), which forms part of this PDS. You shouldcarefully read and consider both the information in this PDS, and the information in theReference Guide, before making a decision about investing in the Fund.

The information provided in this PDS is general information only and does not takeaccount of your personal objectives, financial situation or needs. You should obtainfinancial and taxation advice tailored to your personal circumstances and considerwhether investing in the Fund is appropriate for you in light of those circumstances.

The offer to which this PDS relates is only available to Wholesale Clients (as defined in theReference Guide) receiving this PDS (electronically or otherwise) in Australia and WholesaleInvestors (as defined in the Reference Guide) receiving this PDS (electronically or otherwise)in New Zealand who have completed a Wholesale Investor Certificate attached to theApplication Form. New Zealand investors must read the India Avenue Equity Fund NewZealand Wholesale Investors Fact Sheet. All references to dollars or “$” in this PDS are toAustralian dollars.

This PDS has not been, and will not be, lodged with the Registrar of Financial ServiceProviders in New Zealand, and is not a product disclosure statement under the FMCA. NewZealand Wholesale Investors wishing to invest in the Fund should be aware that there maybe different tax implications of investing in the Fund and should seek their own tax advice asnecessary.

This PDS does not constitute a direct or indirect offer of securities in the US or to any USPerson as defined in Regulation S under the Securities Act of 1933 as amended (“USSecurities Act”). Equity Trustees may vary this position and offers may be accepted on meritat Equity Trustees’ discretion. The units in the Fund have not been, and will not be,registered under the US Securities Act unless otherwise approved by Equity Trustees andmay not be offered or sold in the US to, or for, the account of any US Person (as defined inthe Reference Guide) except in a transaction that is exempt from the registrationrequirements of the US Securities Act and applicable US state securities laws.

Contents1. About Equity Trustees Limited

2. How the India Avenue EquityWholesale Class Fund works

3. Benefits of investing in the IndiaAvenue Equity Wholesale ClassFund

4. Risks of managed investmentschemes

5. How we invest your money

6. Fees and costs

7. How managed investmentschemes are taxed

8. How to apply

9. Other information

The Reference GuideThroughout the PDS, there are references to additional information contained in the Reference Guide. You can obtain a copy of the PDS andthe Reference Guide, free of charge, by visiting www.eqt.com.au/insto or www.indiaavenueinvest.com,or emailing [email protected] or by calling the Responsible Entity.

The information contained in the Reference Guide may change between the day you receive this PDS and the day you acquire the product. Youmust therefore ensure that you have read the Reference Guide current as at the date of your application.

Updated informationInformation in this PDS is subject to change. We will notify you of any changes that have a material adverse impact on you or othersignificant events that affect the information contained in this PDS. Any information that is not materially adverse information is subject tochange from time to time and may be obtained by visiting www.eqt.com.au/insto or www.indiaavenueinvest.com,or emailing [email protected]. A paper copy of the updated information will be provided free of charge on request.

Investment ManagerIndia Avenue Investment ManagementAustralia Pty LimitedABN: 38 604 095 954, AFSL 478233Level 2, 33 York StSydney NSW 2000Ph: +612 8245 0506Web: www.indiaavenueinvest.com

Custodian and RegistryMainstream Fund Services Pty LtdClient Services Registry TeamGPO Box 4968Sydney NSW 2001

Responsible EntityEquity Trustees LimitedABN 46 004 031 298, AFSL 240975GPO Box 2307Melbourne VIC 3001Ph: +613 8623 5000Web: www.eqt.com.au/insto

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1. About Equity Trustees LimitedThe Responsible EntityEquity Trustees LimitedEquity Trustees Limited ABN 46 004 031 298 AFSL 240975, asubsidiary of EQT Holdings Limited ABN 22 607 797 615, which is apublic company listed on the Australian Securities Exchange (ASX:EQT), is the Fund’s responsible entity and issuer of this PDS.Established as a trustee and executorial service provider by a specialAct of the Victorian Parliament in 1888, today Equity Trustees is adynamic financial services institution which continues to grow thebreadth and quality of products and services on offer.

Equity Trustees’ responsibilities and obligations as the Fund’sresponsible entity are governed by the Fund’s constitution(“Constitution”), the Corporations Act and general trust law. EquityTrustees has appointed India Avenue Investment ManagementAustralia Pty Limited (“India Avenue”) as the investment manager ofthe Fund. Equity Trustees has appointed a custodian to hold theassets of the Fund. The custodian has no supervisory role in relationto the operation of the Fund and is not responsible for protectingyour interests.

The Investment ManagerIndia Avenue Investment Management Australia Pty LimitedIndia Avenue, a boutique investment management firm with a focuson India, is the investment manager of the Fund. India Avenue wasestablished in 2015 to provide clients domiciled in Australia and NewZealand with exposure to the strongly growing capital markets ofIndia.

2. How the India Avenue EquityWholesale Class Fund works

The Fund is a registered managed investment scheme governed bythe Constitution. The Fund comprises assets which are acquired inaccordance with the Fund’s investment strategy. Direct investorsreceive units in the Fund when they invest. In general, each unitrepresents an equal interest in the assets of the Fund subject toliabilities; however, it does not give investors an interest in anyparticular asset of the Fund.

The Fund provides investors with an opportunity to invest in adiversified portfolio of Indian companies, either listed on stockexchanges in India or any other recognised global stock exchanges.Please refer to section 5 “How we invest your money” for moreinformation on the Fund and its investment strategy.

Applying for unitsYou can acquire units by completing the Application Form thataccompanies this PDS. The minimum initial investment amount forthe Fund is $500,000.

Completed Application Forms should be sent along with youridentification documents (if applicable) to:

Mainstream Fund Services Pty LtdClient Services Registry TeamGPO Box 4968,Sydney, NSW, 2001

Please note that cash and cheques cannot be accepted.

Equity Trustees may, at its discretion, accept amounts lower than theminimum for Wholesale Clients.

We reserve the right to accept or reject applications in whole or inpart at our discretion. We have the discretion to delay processingapplications where we believe this to be in the best interest of theFund’s investors.

The price at which units are acquired is determined in accordancewith the Constitution (“Application Price”). The Application Price ona Business Day is, in general terms, equal to the Net Asset Value(“NAV”) of the Fund, divided by the number of units on issue andadjusted for transaction costs (“Buy Spread”). At the date of thisPDS, the Buy Spread is 0.35%.

The Application Price will vary as the market value of assets in theFund rises or falls.

Making additional investmentsYou can make additional investments into the Fund at any time bysending us your additional investment amount together with acompleted Application Form. The minimum additional investmentinto the Fund is $10,000 (unless otherwise determined by theResponsible Entity).

You can also invest on a monthly basis via the Saving Plan with aminimum of $2,000 per month. Monthly payments will be made on orabout the 20th of each month.

DistributionsAn investor’s share of any distributable income is calculated inaccordance with the Constitution and is generally based on thenumber of units held by the investor at the end of the distributionperiod.

The Fund usually distributes income annually at the end of June.Distributions are calculated effective the last day of each distributionperiod and are normally paid to investors as soon as practicable afterthe distribution calculation date.

Investors in the Fund can indicate a preference to have theirdistribution:

• reinvested back into the Fund; or• directly credited to their Australian domiciled bank account.

Investors who do not indicate a preference will have theirdistributions automatically reinvested. Applications for reinvestmentwill be taken to be received immediately prior to the next BusinessDay after the relevant distribution period. There is no Buy Spread ondistributions that are reinvested.

In some circumstances, the Constitution may allow for an investor’swithdrawal proceeds to be taken to include a component ofdistributable income.

New Zealand investors can only have their distribution paid in cash ifan AUD Australian domiciled bank account is provided, otherwise itmust be reinvested (refer to the India Avenue Equity Fund -Wholesale Class New Zealand Wholesale Investor Fact Sheet/ NewZealand investors Information Sheet)

Access to your moneyInvestors in the Fund can generally withdraw their investment bycompleting a written request to withdraw from the Fund and mailingit to:

Mainstream Fund Services Pty LtdClient Services Registry TeamGPO Box 4968,Sydney, NSW, 2001

Or sending it by fax to +61 2 9251 3525

The minimum withdrawal amount is $1,000. Once we receive andaccept your withdrawal request, we may act on your instructionwithout further enquiry if the instruction bears your account numberor investor details and your (apparent) signature(s), or yourauthorised signatory’s (apparent) signature(s).

Equity Trustees will generally allow an investor to access theirinvestment within 10 days of acceptance of a withdrawal request bytransferring the withdrawal proceeds to such investor’s nominatedbank account. However, Equity Trustees is allowed to rejectwithdrawal requests, and also to make payment up to 21 days afteracceptance of a request (which may be extended in certaincircumstances) as outlined in the Constitution and Reference Guide.

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We reserve the right to accept or reject withdrawal requests in wholeor in part at our discretion.

The price at which units are withdrawn is determined in accordancewith the Constitution (“Withdrawal Price”). The Withdrawal Price ona Business Day is, in general terms, equal to the NAV of the Fund,divided by the number of units on issue and adjusted for transactioncosts (“Sell Spread”). At the date of this PDS, the Sell Spread is0.35%.

The Withdrawal Price will vary as the market value of assets in theFund rises or falls.

Equity Trustees reserves the right to fully redeem your investment ifyour investment balance in the Fund falls below $500,000 as a resultof processing your withdrawal request. In certain circumstances, forexample, when there is a freeze on withdrawals, where accepting awithdrawal is not in the best interests of investors in the Fundincluding due to one or more circumstances outside its control orwhere the Fund is not liquid (as defined in the Corporations Act),Equity Trustees can deny or suspend a withdrawal request and youmay not be able to withdraw your funds in the usual processing timesor at all. When the Fund is not liquid, an investor can only withdrawwhen Equity Trustees makes a withdrawal offer to investors inaccordance with the Corporations Act. Equity Trustees is not obligedto make such offers.

Unit pricing discretions policyEquity Trustees has developed a formal written policy in relation tothe guidelines and relevant factors taken into account whenexercising any discretion in calculating unit prices (includingdetermining the value of the assets and liabilities). A copy of thepolicy and, where applicable and to the extent required, any otherrelevant documents in relation to the policy will be made availablefree of charge on request.

Additional informationIf and when the Fund has 100 or more direct investors, it will beclassified by the Corporations Act as a ‘disclosing entity’. As adisclosing entity, the Fund will be subject to regular reporting anddisclosure obligations. Investors would then have a right to obtain acopy, free of charge, of any of the following documents:

• the most recent annual financial report lodged with ASIC(“Annual Report”);

• any subsequent half yearly financial report lodged with ASICafter the lodgement of the Annual Report; and

• any continuous disclosure notices lodged with ASIC after theAnnual Report but before the date of this PDS.

Equity Trustees will comply with any continuous disclosure obligationby lodging documents with ASIC as and when required.

Copies of these documents lodged with ASIC in relation to the Fundmay be obtained from ASIC through ASIC’s website.

Further readingYou should read the important information in the ReferenceGuide about:

• Application cut-off times;

• Application terms;

• Authorised signatories;

• Reports;

• Savings plan;

• Withdrawal cut-off times;

• Withdrawal terms; and

• Withdrawal restrictions,

under the “Investing in the India Avenue Equity Fund -Wholesale Class”, “Managing your investment” and“Withdrawing your investment” sections before making adecision. Go to the Reference Guide which is available atwww.indiaavenueinvest.com or www.eqt.com.au/insto. Thematerial relating to these matters may change between the timewhen you read this PDS and the day when you acquire theproduct.

3. Benefits of investing in the IndiaAvenue Equity Wholesale ClassFund

The Fund is actively managed, principally investing in a diverse rangeof Indian companies listed on Indian stock exchanges and otherrecognised stock exchanges globally. India’s economic growth overthe next several years is forecast to be one of the highest amongstthe major world economies, driven by a youthful population, aburgeoning middle class and rapid urbanisation. This bodes well forseveral Indian companies that are expected to generate significantprofits from this economic development and underlying domesticdriven demand. The Fund seeks to identify and invest in many ofthese strongly growing companies in order to create significantwealth for investors. For Australian and New Zealand investors, aninvestment in Indian equities provides diversification benefits asboth the Indian equity market and the Indian Rupee tend to have lowcorrelations to the Australian and New Zealand equity markets. Thesignificant advantages that the Fund provides for investors include:

1. Sole Focus: The investment manager, India Avenue is purelyfocused on investing in India’s capital markets for the benefit ofits clients.

2. Local & Global Experience: The investment team at IndiaAvenue and its investment advisors have significant experiencein managing money in India, as well as in Australia.

3. Risk Management: The Fund aims to deliver on its investmentobjective with lower risk than the benchmark over rolling 5-yearperiods. Whilst, India Avenue believes Indian equity markets willdeliver attractive returns over time, managing risk is crucial asmarket volatility can impact short-term performance.

4. Optimal Access: India Avenue believes an active approach,particularly where markets are less efficient (like India), is likely toproduce superior returns over the long term in comparison toinvesting passively.

5. Access to Local Investment Talent: India Avenue’s experiencedinvestment team identifies skilled investment advisers on theground in India through a detailed due-diligence process. Theseadvisors have proven track records and substantial localisedknowledge, market connectivity and understanding of thecorporate and regulatory environment in India, which enablesthem to identify opportunities early.

India Avenue Equity Fund – Wholesale Class PDS 3

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6. Unique Investment Process: India Avenue undertakes threelayers of investment analysis to manage the Fund:

• Rigorously monitors the investment landscape to determine‘best of breed’ investment advisers based in India.

• Investment advisers are selected for their investmentexpertise, the complementarity of investment styles anddiversification they bring to the portfolio. The portfolioconstruction process creates a robust, well diversified fundthat can outperform across various investment cycles. IndiaAvenue receives non-binding investment advice from itsadvisors and has the discretion to execute / reject therecommended investments.

• Continuously monitors the market environment to identifyboth current and long-term investment opportunities andmay implement tactical tilting between investment advisersdepending on their view going forward. The investmentteam can initiate overlays to manage risk.

4. Risks of managed investmentschemes

All investments carry risks. Different investment strategies may carrydifferent levels of risk, depending on the assets acquired under thestrategy. Assets with the highest long-term returns may also carry thehighest level of short-term risk. The significant risks below should beconsidered in light of your risk profile when deciding whether toinvest in the Fund. Your risk profile will vary depending on a range offactors, including your age, the investment time frame (how long youwish to invest for), your other investments or assets and your risktolerance.

The Responsible Entity and Investment Manager do not guaranteethe liquidity of the Fund’s investments, repayment of capital or anyrate of return or the Fund’s investment performance. The value of theFund’s investments will vary. Returns are not guaranteed and you maylose money by investing in the Fund. The level of returns will vary andfuture returns may differ from past returns. Laws affecting managedinvestment schemes may change in the future. The structure andadministration of the Fund is also subject to change.

In addition, we do not offer advice that takes into account yourpersonal financial situation, including advice about whether the Fundis suitable for your circumstances. If you require personal financial ortaxation advice, you should contact a licensed financial adviserand/or taxation adviser.

Investment RiskThe value of your investment can fluctuate over time and isdependent on a range of factors, both globally and domestically inIndia. Factors such as GDP growth, interest rates, inflation,government policy, exchange rates and investor sentiment can allhave an impact on the value of your investment.

Country RiskThe value of your investment can be impacted by changes in thelocal landscape in India such as changes in government policy,legislation, tax and regulation, economic reforms, corporategovernance and the country’s credit rating to name a few. Investorsshould be aware that as the Fund is focused on investing in India,country specific risks cannot be completely removed by the Fund’sinvestment strategy. India Avenue may seek to reduce some of theimpact from a country specific event by holding cash (between 0-30%of the Fund) to protect the value of your investment whereappropriate.

Currency riskThe value of your investment will be impacted by changes inexchange rates of both the Australian Dollar (as the currency of theunits of the Fund) and the Indian Rupee (as the currency ofunderlying investments of the Fund). While the Fund does notcurrently hedge against adverse movements in currency, IndiaAvenue may at some stage in the future introduce a currencyhedging strategy.

Derivatives riskDerivatives can be employed to hedge against some of the riskshighlighted in this section which can impact the value of yourinvestment. Derivatives are a financial instrument which reflectmovements in the underlying assets to which the instruments relate.Risks associated with derivatives include loss of value due to suddenprice movements, passage of time, potential illiquidity of thederivative and counterparty risks. India Avenue restricts the use ofderivatives to no more than 20% of the value of the Fund, purely tohedge against adverse movements. Cash is always held as collateralagainst any derivative positions taken to limit risks.

Security specific riskSecurities of listed companies may be impacted by factors specific tothat business. These factors may include the activities of corporatemanagement, competitive forces and threats, impacts on theproducts of the business or natural disasters and unexpectedcorporate governance issues. This can result in fluctuation of theprices of the securities of these companies and therefore the impactvalue of your investment. India Avenue seeks to mitigate this risk byits investment process which is designed to ensure that there isadequate diversification of individual security risk.

Liquidity RiskThe Fund is invested in listed equities, which are generallyconsidered to be liquid investments. However, under extrememarket conditions, equity markets can become illiquid, meaning thatIndia Avenue is unable to sell securities without a price impact or atall. This may have an impact on the availability of your funds for aperiod of time. India Avenue continually monitors investments in theFund for liquidity, through its risk assessment system.

India Regulatory RiskThe Fund will hold Foreign Portfolio Investors (“FPI”) registrationfrom SEBI and make investments in the listed Indian equities inaccordance with the Securities and Exchange Board of India (ForeignPortfolio Investors) Regulations 2014 (“FPI Regulations”). In theevent the registration as an FPI is terminated, the Fund couldpotentially be forced to redeem its investments and such forcedredemption could adversely affect the returns to Investors. The Fundintends to take all reasonable care in its activities to ensure that it willcontinue to hold the FPI license, however no assurance is provided inthis regard.

India Tax RiskInvestors in the Fund are subject to a number of risks related to taxmatters. In particular, the tax laws relevant to the Fund are subject tochange, and Fund / Investors could incur tax liabilities as a result ofsuch changes. The tax consequences of the investments by the Fundwill depend on circumstances particular to each Investor and theadditional peculiarities associated with respect to activities of eachportfolio companies of Fund. Accordingly, the Prospective Investorsare strongly urged to consult their tax advisors with specific referenceto their own situations.

As per the provisions of the Income Tax Act 1961 (‘the ITA’), anyperson other than a company (i.e. partnership, trust, etc.) would besaid to be non-resident in India if ‘control and management of theiraffairs’ is situated wholly outside India during the year.

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In case the Fund (the Trust) is deemed to be a resident in India, itwould not be eligible for concessional tax rates available for FPIs andconsequently could be liable for higher tax rates as per theprovisions of the ITA.

The Fund intends to take all reasonable care in its activities to ensurethat its control and management is situated wholly outside Indiaduring the tenure of the Fund. However, no assurance can beprovided that the Indian tax authorities will not challenge the same.Alternative tax positions adopted by the income tax authoritiescould give rise to incremental tax liabilities in addition to the taxamounts already discharged by the Fund. Also refer to the paragraphon Indian Tax Considerations below further explaining the Indian TaxRules and Tax rates.

Investment Advisor RiskKey individual portfolio managers or analysts at the appointedunderlying investment advisor firms may leave their employmentwith the advisor. This may have an impact on the investment processand performance of the underlying advisor. India Avenue follows arigorous process for selecting and monitoring investment advisorsand maintains a “back-up” list of advisors should any changes berequired.

Further Reading�

You should read the important information in the ReferenceGuide “Additional risks of managed investment schemes”section before making an investment decision. Go to theReference Guide at or www.eqt.com.au/insto. The materialrelating to risks may change between the time when you readthis PDS and the day when you acquire the product.

5. How we invest your money

Warning: Before choosing to invest in the Fund you shouldconsider the likely investment returns, the risks of investing andyour investment time frame.

Investment objectiveThe Fund aims to exceed its benchmark, in AUD terms after fees,over rolling 5 year periods. Returns are not guaranteed.

BenchmarkMSCI India in AUD.

Minimum suggested time frameThe minimum suggested time frame for investment in the Fund isfive years.

Risk level of the FundGiven the Fund’s focus on investments in listed securities of anindividual country’s markets with exposure also to a specific currency,it can be classified as a high risk investment. Higher risk investmentstend to fluctuate in the short term but can produce higher returnsthan lower risk investments over the long term. Investors should seekadequate diversification by discussing their investment requirementsand objectives with their financial planner.

Investor suitabilityThe Fund is designed for investors seeking higher return over a longterm investment horizon and are therefore willing to accept a higherdegree of risk for such returns.

Investment style and approachIndia Avenue’s investment philosophy seeks to capture two primarysources of investment return over time:

1) India’s expected strong GDP growth over the next few decadesis likely to lead to significant investment returns from investing inits capital markets; and

2) Active management, particularly where markets are less efficient,is likely to deliver superior returns over the long term incomparison to investing passively.

Additionally, India Avenue partners with selective local investmentadvisers to identify the best companies to invest in.“Partnering” refers to outsourcing of stock selection to selective highcalibre local investment advisors who have access to corporatemanagement and strong network within local markets.

Investment ProcessIndia Avenue’s investment process involves:

1) Strategic and thematic idea generation to formulate the strategyfor the portfolio

2) Investment Advisor selection

3) Portfolio construction

In selecting the investment advisors, India Avenue follows thefollowing process:

• Identifying an investment universe of suitable investmentadvisors through India Avenue’s investment experience, strongnetwork, database and local market connectivity

• Quantitative analysis to screen for appropriate investmentadvisors

• Qualitative analysis and oversight to reduce investment advisorsto a short list. Some of the factors examined include:

i. A reputable asset manager, with an audited performancetrack record

ii. Experience and stability of the investment team of theinvestment advisor

iii. A consistent and rational investment philosophy and process• Due-diligence on short listed advisors, including attribution

analysis to determine core skill sets• Structuring of investment advisory agreements• Establishment of “back-up” investment advisors• Portfolio construction incorporating blending of different

investment styles• Review and ongoing monitoring

India Avenue may conduct due diligence on the stocksrecommended by the investment advisors. If the recommendationsgiven by the advisors aligns with the overall objective of the Fund,India Avenue proceeds to make the investment in the selected stock,if not, India Avenue may reject the recommendations of theinvestment advisors, at their own discretion.

All investment advisors are remunerated based on their provision ofadvice which includes proposed stock names, stock weightingallocation and cash levels. However, all execution andimplementation of trades proposed occur through India Avenue’sstaff.

Asset allocationThe Fund will invest in a diversified portfolio of stocks of Indiancompanies either listed on stock exchanges in India or any otherrecognised global stock exchange. The Fund may also invest in cashand cash equivalent instruments like short term money marketsecurities as well as both exchange traded and over the counterderivatives for hedging purposes.

Asset Limits:• Indian Listed Equities 70-100%• Cash and Cash Equivalents 0-30%• Derivatives 0-20%

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The asset allocation guidelines indicated above are not absolute andcan be exceeded due to sudden market movements or transitorychanges from large cash flows or portfolio construction decisions.Non-compliance with the stated investment guidelines will only beshort term as changes are implemented with the intention being atall times to protect the interests of the Unit holders. These assetallocation limits are subject to change in the future without noticedepending on the view of the India Avenue. The cash component ofthe portfolio may be allowed to build to a level of 30% or moreduring the start-up phase of the Fund or periods where very highcash inflows occur.

Changing the investment strategyThe investment strategy and asset allocation parameters may bechanged. If a change is to be made, investors in the Fund will benotified in accordance with the Corporations Act.

Labour, environmental, social and ethicalconsiderationsIndia Avenue’s investment process takes into account environmental,social and governance issues faced by listed companies in India, aspart of the overall selection process, when considering inclusion ofinvestments into its portfolio. The process however, does not takeinto account labour standards and ethical considerations.

India Avenue incorporates this awareness by appointing investmentadvisers, with an investment mandate provided by India Avenue’sinvestment team. Mandates incorporate a discipline aroundinvesting with awareness of environmental, social and governanceissues faced by companies.

Thus our advisers provide us with advice to buy, sell and constructinvestment portfolios with this in mind. Given that ESG focusedinvestment mandates are in a nascent stage, we provide guidance toour advisers on company activities which may be consideredcontroversial. Ideally, we look to screen out businesses with amajority of their revenue being derived from an activity which may becontradictory to practicing good social, environmental andgovernance behaviours.

Fund performanceUp to date information on the performance of the Fund will beavailable by visiting the website www.indiaavenueinvest.com orwww.eqt.com.au/insto. Remember, past performance is not areliable guide to future performance of the Fund.

6. Fees and costs

DID YOU KNOW?Small differences in both investment performance and feesand costs can have a substantial impact on your long-termreturns.

For example, total annual fees and costs of 2% of your accountbalance rather than 1% could reduce your final return by up to20% over a 30 year period (for example, reduce it from$100,000 to $80,000).

You should consider whether features such as superiorinvestment performance or the provision of better memberservices justify higher fees and costs.

You may be able to negotiate to pay lower contribution feesand management costs where applicable. Ask the fund or yourfinancial adviser.

TO FIND OUT MOREIf you would like to find out more, or see the impact of the feesbased on your own circumstances, the Australian Securities andInvestments Commission (ASIC) website(www.moneysmart.gov.au) has a managed funds fee calculatorto help you check out different fee options.

The information in the following template can be used to comparecosts between different simple managed investment schemes. Feesand costs can be paid directly from an investor’s account ordeducted from investment returns. For information on tax please seeSection 7 of this PDS.

TYPE OF FEE ORCOST Amount

Fees when your money moves in or out of the Fund

Establishment fee Nil

Contribution fee Nil

Withdrawal fee Nil

Termination fee Nil

Management costs

The fees and costs formanaging yourinvestment1

Management fees: 1.10% p.a. of the NAV ofthe Fund2

Performance fees: 10% of the amount bywhich the Fund’s performance exceeds theMSCI India in AUD. Any underperformancefrom a prior period must be recoupedbefore a fee can be taken (we call this thehigh-watermark)3

1 All fees quoted above are inclusive of Goods and Services Tax(GST) and net of any Reduced Input Tax Credits (RITC). See below formore details as to how management costs are calculated.2 Management fees can be negotiated. See “Differential fees”below.3 This represents the performance fees which are payable as anexpense of the Fund to the Investment Manager. See “Performancefees” below for more information.

Additional Explanation of fees and costsWhat do the management costs pay for?Management costs comprise the additional fees or costs that aninvestor incurs by investing in the Fund rather than by investingdirectly in the underlying assets of the Fund. Management costsinclude management fees and performance fees.

In addition, management costs do not include transactional andoperational costs (i.e. costs associated with investing the underlyingassets, some of which may be met by Buy/Sell Spreads).

Management feesThe management fees of 1.10% p.a. of the NAV of the Fund arepayable to the Responsible Entity of the Fund for managing theassets and overseeing the operations of the Fund. The managementfees are accrued daily and paid from the Fund monthly in arrears andreflected in the unit price. As at the date of this PDS, ordinaryexpenses such as investment management fees, custodian fees,administration and audit fees, and other ordinary expenses ofoperating the Fund are covered by the management fees at noadditional charge to you.

The management fees shown above do not include extraordinaryexpenses (if they are incurred in future), such as litigation costs andthe costs of convening investor meetings.

Performance feesPerformance fees are payable to the Investment Manager where theinvestment performance of the Fund exceeds the performance ofthe MSCI India in AUD (“Benchmark”). The performance fees are10% of this excess, calculated daily and paid annually in arrears fromthe Fund and calculated based on the beginning NAV of the Fundover the relevant period.

No performance fees are payable until any accruedunderperformance (in dollar terms) from prior periods has beenmade up (this feature is sometimes referred to as a high-watermark).

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Based on the current calculation methodology for the performancefee, the Responsible Entity has estimated that the typical ongoingperformance fee payable per annum may be $250 assuming anaverage account balance of $500,000 during the year.Prior periodshave been taken into account in calculating this estimate. However,this is not a forecast as the actual performance fee for the current andfuture financial years may differ. The Responsible Entity cannotguarantee that performance fees will remain at their previous level orthat the performance of the Fund will outperform the Benchmark.

It is not possible to estimate the actual performance fee payable inany given period, as we cannot forecast what the performance of theFund will be, but it will be reflected in the management costs for theFund for the relevant year. Information on current performance feeswill be updated from time to time and available atwww.eqt.com.au/insto.

Transactional and operational costsIn managing the assets of the Fund, the Fund may incur transactionaland operational costs such as brokerage, settlement costs, clearingcosts and applicable stamp duty when assets are bought and sold,and the costs of derivatives used for hedging purposes (ifapplicable). This generally happens when the assets of a fund arechanged in connection with day-to-day trading or when there areapplications or withdrawals which cause net cash flows into or out ofa fund.

The Buy/Sell Spread reflects the estimated transaction costs incurredin buying or selling assets of the Fund when investors invest in orwithdraw from the Fund. The Buy/Sell Spread is an additional cost tothe investor but is incorporated into the unit price and incurred whenan investor invests in or withdraws from the Fund and is notseparately charged to the investor. The Buy Spread is paid into theFund as part of an application and the Sell Spread is left in the Fundas part of a redemption and not paid to Equity Trustees or theInvestment Manager. The estimated Buy/Sell Spread is 0.35% uponentry and 0.35% upon exit. The dollar value of these costs based onan application or a withdrawal of $500,000 is $1,750 for eachindividual transaction. The Buy/Sell Spread can be altered by theResponsible Entity at any time. The Responsible Entity may alsowaive the Buy/Sell Spread in part or in full at its discretion.

Transactional costs which are incurred other than in connection withapplications and withdrawals arise through the day-to-day trading ofthe Fund’s assets and are reflected in the Fund’s unit price. As thesecosts are factored into the NAV of the Fund and reflected in the unitprice, they are an additional implicit cost to the investor and are not afee paid to the Responsible Entity. These costs can arise as a result ofbid-offer spreads (the difference between an asset’s bid/buy priceand offer/ask price) being applied to securities traded by the Fund.Liquid securities generally have a lower bid-offer spread while lessliquid assets have a higher bid-offer spread reflecting thecompensation taken by market makers in providing liquidity for thatasset.

During the financial year ended 30 June 2019, the total transactioncosts for the Fund was estimated to be 0.52% of theFund’s average net asset value, of which 100% of these transactioncosts was recouped via the Buy/Sell Spread, resulting in a nettransactional cost of the Fund of 0.00% p.a. However, such costs forfuture years may differ.

Can the fees change?Yes, all fees can change without investor consent, subject to themaximum fee amounts specified in the Constitution. Equity Trusteeshas the right to recover all reasonable expenses incurred in relationto the proper performance of its duties in managing the Fund and assuch these expenses may increase or decrease accordingly. We willgenerally provide investors with at least 30 days’ notice of anyproposed change to the management costs. In most circumstances,the Constitution defines the maximum level that can be charged forfees described in this PDS. Expense recoveries may change withoutnotice, for example, when it is necessary to protect the interests ofexisting members and if permitted by law.

Differential feesThe Responsible Entity or Investment Manager may from time totime negotiate a different fee arrangement (by way of a rebate orwaiver of fees) with certain investors who are Australian WholesaleClients and New Zealand Wholesale Investors.

Example of annual fees and costs for the FundThis table gives an example of how the fees and costs for thismanaged investment product can affect your investment over a 1year period. You should use this table to compare this product withother managed investment products.

EXAMPLE – India Avenue Equity Fund – Wholesale Class

BALANCE OF $500,000 WITH A CONTRIBUTION OF $5,000DURING THE YEAR

Contribution Fees Nil For every additional $5,000you put in, you will becharged $0

Plus

ManagementcostsComprising:

Management fees:

Performance fees:

1.10% p.a.

1.10% p.a.

0.00% p.a.

And, for every $500,000 youhave in the Fund you will becharged $5,500 each yearcomprising:

$5,500

$0

EqualsCost of Fund

If you had an investment of$500,000 at the beginning ofthe year and you put in anadditional $5,000 during thatyear, you would be chargedfees of:$5,500*What it costs you willdepend on the fees younegotiate.

This example assumes the $5,000 contribution occurs at the end ofthe first year, therefore management costs are calculated using the$500,000 balance only.

* Additional fees may apply. Please note that this example does notcapture all the fees and costs that may apply to you such as theBuy/Sell Spread.

The performance fees stated in this table shows the actualperformance fees for the financial year ended 30 June 2019 as apercentage of the Fund’s average NAV. The performance of theFund, and the performance fees, may be higher or lower or notpayable in the future. As a result, the management costs may differfrom the figure shown in the table. It is not a forecast of theperformance of the Fund or the amount of the performance fees inthe future. See also above (next to the heading “Performance fees”)our estimated typical ongoing performance fees fee payable perannum. The actual performance fees for the current financial yearand for future financial years may differ. For more information on theperformance history of the Fund, visit Equity Trustees’ website atwww.eqt.com.au/insto. Past performance is not a reliable indicator offuture performance.

Warning: If you have consulted a financial adviser, you may payadditional fees. You should refer to the Statement of Advice orFinancial Services Guide provided by your financial adviser in whichdetails of the fees are set out.

ASIC provides a fee calculator on www.moneysmart.gov.au, whichyou may use to calculate the effects of fees and costs on accountbalances.

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Further reading�

You should read the important information in the ReferenceGuide about:

• Performance fee example

under the “Additional information on fees and costs” sectionbefore making a decision. Go to the Reference Guide which isavailable at www.indiaavenueinvest.com orwww.eqt.com.au/insto. The material relating to these mattersmay change between the time when you read this PDS and theday when you acquire the product.

7. How managed investment schemesare taxed

Warning: Investing in a registered managed investmentscheme (such as the Fund) is likely to have tax consequences.You are strongly advised to seek your own professional taxadvice about the applicable Australian tax (including incometax, GST and duty) consequences and, if appropriate, foreigntax consequences which may apply to you based on yourparticular circumstances before investing in the Fund.

The Fund is an Australian resident for tax purposes and does notgenerally pay tax on behalf of its investors. Australian residentinvestors are assessed for tax on any income and capital gainsgenerated by the Fund to which they become presently entitled or,where the Fund has made a choice to be an Attribution ManagedInvestment Trust (“AMIT”) and the choice is effective for the incomeyear, are attributed to them.

Further readingThe Fund is a trust that will hold an Indian FPI license and paystax on its gains in India. Certain taxes suffered by the Fund maybe distributed to Investors as Foreign Income Tax Offsets. EachInvestor will need to obtain its own advice as to its ability toapply such offsets against its Australian taxable income. Pleaserefer to the Reference Guide for further information on IndianTax.

8. How to applyTo invest please complete the Application Form accompanying thisPDS, send funds (see details in the Application Form) and yourcompleted Application Form to:

Mainstream Fund Services Pty LtdClient Services Registry TeamGPO Box 4968,Sydney, NSW, 2001

Equity Trustees may, at its discretion, accept amounts lower than theminimum for Wholesale Clients.

Please note that cash and cheques cannot be accepted and allapplications must be made in Australian dollars.

Who can invest?Eligible persons (as detailed in the ‘About this PDS’ section) caninvest, however individual investors must be 18 years of age or over.

Investors investing through an IDPS should use the application formprovided by their IDPS Operator.

Cooling off periodNo cooling off period applies to the offer made in this PDS, as theunits offered under this PDS are only available to Wholesale Clientsin Australia and Wholesale Investors in New Zealand.

Complaints resolutionEquity Trustees has an established complaints handling process andis committed to properly considering and resolving all complaints. Ifyou have a complaint about your investment, please contact us on:

Phone: 1300 133 472Post: Equity Trustees LimitedGPO Box 2307, Melbourne VIC 3001Email: [email protected]

We will acknowledge receipt of the complaint as soon as possibleand in any case within 3 days of receiving the complaint. We will seekto resolve your complaint as soon as practicable but not more than45 days after receiving the complaint.

If you are not satisfied with our response to your complaint, you maybe able to lodge a complaint with the Australian FinancialComplaints Authority (“AFCA”).

Contact details are:Online: www.afca.org.auPhone: 1800 931 678Email: [email protected]: GPO Box 3, Melbourne VIC 3001.

The external dispute resolution body is established to assist you inresolving your complaint where you have been unable to do so withus. However, it’s important that you contact us first.

9. Other informationConsentThe Investment Manager has given and, as at the date of this PDS,has not withdrawn:

• its written consent to be named in this PDS as the investmentmanager of the Fund; and

• its written consent to the inclusion of the statements made aboutit which are specifically attributed to it, in the form and context inwhich they appear.

The Investment Manager has not otherwise been involved in thepreparation of this PDS or caused or otherwise authorised the issueof this PDS. None of the Investment Manager nor their employees orofficers accept any responsibility arising in any way for errors oromissions, other than those statements for which they have providedtheir written consent to Equity Trustees for inclusion in this PDS.

Further readingYou should read the important information in the ReferenceGuide about:

• Your privacy;

• The Constitution;

• Anti-Money Laundering and Counter Terrorism Financing(“AML/CTF”);

• Indirect Investors;

• Information on underlying investments;

• Foreign Account Tax Compliance Act (“FATCA”); and

• Common Reporting Standard (“CRS”),

under the “Other important information” section before makinga decision. Go to the Reference Guide which is available atwww.indiaavenueinvest.com or www.eqt.com.au/insto. Thematerial relating to these matters may change between the timewhen you read this PDS and the day when you acquire theproduct.

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