MARTIN CURRIE GLOBAL FUNDS PROSPECTUS€¦ · is issued in the UK by Martin Currie Investment...

MARTIN CURRIE GLOBAL FUNDSPROSPECTUS

JULY 2015

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Martin Currie Global Funds Prospectus

VISA 2015/99699-2371-0-PCL'apposition du visa ne peut en aucun cas servird'argument de publicitéLuxembourg, le 2015-07-03Commission de Surveillance du Secteur Financier

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CONTENTS

INTRODUCTION ...................................................................................................................................................... 3

The United Kingdom ..................................................................................................................................... 3

The United States ......................................................................................................................................... 3

MARTIN CURRIE GLOBAL FUNDS ............................................................................................................................ 4

THE COMPANY ........................................................................................................................................................ 7

INVESTMENT OBJECTIVES AND POLICIES ............................................................................................................... 8

PROFILE OF THE TYPICAL INVESTOR ..................................................................................................................... 10

RISK WARNINGS .................................................................................................................................................... 11

ISSUE OF SHARES .................................................................................................................................................. 14

BUYING SHARES .................................................................................................................................................... 15

REDEEMING SHARES ............................................................................................................................................. 19

SWITCHING OF SHARES ........................................................................................................................................ 20

LATE TRADING OR MARKET TIMING ..................................................................................................................... 21

TEMPORARY SUSPENSION OF PURCHASES, SALES AND SWITCHES ..................................................................... 21

CHARGES AND EXPENSES ..................................................................................................................................... 22

DIVIDEND POLICY .................................................................................................................................................. 24

INVESTMENT RESTRICTIONS ................................................................................................................................. 24

RISK MANAGEMENT PROCEDURES ...................................................................................................................... 31

HEDGING TECHNIQUES ......................................................................................................................................... 31

MANAGEMENT AND ADMINISTRATION ............................................................................................................... 32

Board of directors of the company............................................................................................................. 32

Management company .............................................................................................................................. 32

Investment manager .................................................................................................................................. 33

Sub-investment manager ........................................................................................................................... 33

Custodian, administrator, Paying Agent and Registrar .............................................................................. 33

Distributor .................................................................................................................................................. 34

TAXATION ............................................................................................................................................................. 34

Luxembourg ................................................................................................................................................ 37

United Kingdom .......................................................................................................................................... 37

FATCA 40

MEETINGS AND REPORTS ..................................................................................................................................... 41

GENERAL INFORMATION ...................................................................................................................................... 41

ALLOCATION OF ASSETS AND LIABILITIES ............................................................................................................. 43

DETERMINATION OF THE NET ASSET VALUE OF SHARES ..................................................................................... 43

DOCUMENTS AVAILABLE FOR INSPECTION .......................................................................................................... 46

HISTORICAL PERFORMANCE ................................................................................................................................. 46

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INTRODUCTION

MARTIN CURRIE GLOBAL FUNDS (the 'company') is registered in accordance with Part I of the Luxembourg law of 17 December 2010 on undertakings for collective investment (the 'Law of 2010') (loi du 17 décembre 2010 relative aux organismes de placement collectif).

The company has appointed, as of 1 July 2013, Kinetic Partners (Luxembourg) Management Company S.à r.l. to act as its designated management company (the 'management company'), as further detailed below.

The registration does not imply approval by any Luxembourg authority of the contents of this prospectus or the portfolio of securities held by the company. Any representation to the contrary is unauthorised and unlawful.

The United Kingdom

The company is a recognised scheme under section 264 of the Financial Services and Markets Act 2000 of the UK. This prospectus is issued in the UK by Martin Currie Investment Management Limited, which is authorised and regulated in the conduct of investment business by the Financial Conduct Authority. Potential investors should be aware that the protections afforded by the regulatory system in the UK will not apply to an investment in shares in the company, and that compensation will not be available under the Financial Services Compensation Scheme.

The United States

The company is not registered, sold and /or distributed in the USA and consequently has not sought to comply with any particular US regulatory requirement. Shares in the company have not been registered under any securities legislation in the USA. Shares may not be directly or indirectly offered or sold in the USA or in any of its territories, possessions or areas subject to its jurisdiction, nor to or for the benefit of US Persons (as such term is defined in Appendix 1) unless an exemption is available under applicable US laws; the articles of incorporation of the company contain restrictions on the holding of shares by or for the benefit of US Persons. Notwithstanding the foregoing, please note that no US Persons (either alone or in conjunction with any other persons) shall be or shall become beneficial owners of shares in the company.

Any information or statement not contained in this prospectus or in the documents mentioned in it are unauthorised. Neither the delivery of this prospectus nor the offer, issue and sale of shares in the company constitute a representation that the information contained in this prospectus is at any time accurate following the date of its publication. In order to take into account important changes, including the issue of any new class of share, this prospectus will be updated from time to time. As a result potential investors should enquire at the offices of the company whether the company has published a subsequent prospectus. You can obtain copies of this prospectus, or any subsequent prospectus, from the administrator.

No person receiving a copy of this prospectus or an application form may treat this prospectus or the application form as constituting an invitation to him to purchase or subscribe for shares. Nor should he in any event use the application form, unless in the relevant territory such an invitation could lawfully be made to him, or the application form could lawfully be used, without compliance with any registration or other legal requirements. Any person wishing to make an application should satisfy himself as to the observance of the laws of any relevant territory, including the obtaining of any requisite government or other consents and the observing of any other formalities.

The shares of Legg Mason Martin Currie GF Greater China Fund, Legg Mason Martin Currie GF Global Resources Fund, Legg Mason Martin Currie GF Japan Fund, Legg Mason Martin Currie GF North American Fund, Legg Mason Martin Currie GF Asia Pacific Fund, Legg Mason Martin Currie GF Japan Absolute Alpha Fund, Legg Mason Martin Currie GF European Absolute Alpha Fund and Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund are listed on the Luxembourg Stock Exchange.

IMPORTANT: Shares in the company are offered on the basis of the information and representations contained in or the documents specified in this prospectus. All such information may be consulted by the public, and no other information or representation relating to it is authorised. If you are in any doubt about the contents of this prospectus, you should consult your stockbroker, bank manager, lawyer, accountant or other professional adviser.

July 2015

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MARTIN CURRIE GLOBAL FUNDS

(Société d’investissement à capital variable, Luxembourg) (Registered with the Registre de Commerce et des Sociétés, Luxembourg under number B 65 796)

Board of directors of the company

Chairman:

Mr. Toby Hogbin Chief operating officer, Martin Currie Investment Management Ltd

Toby was appointed as chief operating officer of Martin Currie in March 2014, having joined the company in 2008. He was originally head of product development and was subsequently appointed director, head of marketing. Having worked in the financial-services industry for approaching 23 years, Toby is a highly experienced individual and has been closely involved in leading product, regulatory and business change within Martin Currie as well as leading our marketing effort into retail, institutional and hedge-fund channels globally. He is chairman of Martin Currie Fund Management Limited, the authorised corporate director of the UK-based Oeic range and of Martin Currie Global Funds. Toby came to us from Credit Suisse Asset Management, where he was director of products, investment solutions and marketing, and a member of the Credit Suisse Asset Management Funds (UK) Limited board.

Directors:

Ms. Sheena Mary Kelman Head of dealing, Martin Currie Investment Management Ltd

Sheena joined Martin Currie in 2003, as head of dealing, and was appointed a director in 2004. In 2013 she was also appointed to the Martin Currie Global Funds Board. Prior to Martin Currie, Sheena spent 17 years at Gartmore Investment Management, where latterly she had been head of international dealing. Sheena started her career in 1983 as a clerk on the New York Stock Exchange.

Mr. Paul Hughes Head of investment risk, Martin Currie Investment Management Ltd

Paul has 21 years' experience advising investment managers on portfolio construction and risk. As Martin Currie’s head of investment risk, he is responsible for the continual development of the analysis, understanding and control of all aspects of the management of our clients’ assets. Paul also supervises Martin Currie's capacity-management process and is an adviser to the firm on counterparty risk. In addition, he works closely with clients, consultants and industry groups to promote a deeper understanding of investment risk. Before joining Martin Currie in 2005, Paul spent 11 years with Britannic Asset Management. He is a CFA charterholder and a UKSIP associate. Paul reports directly to the chief executive officer Willie Watt.

Mr. Henry Cannell Kelly Principal of KellyConsult Sàrl

Mr Kelly is the founder and principal of KellyConsult Sàrl, a Luxembourg-based business consultancy established in 1999 to provide advisory services to the investment fund sector. He has extensive experience of the asset management sector in Luxembourg and internationally. Between 1993 and 1999 he was a director of Fleming Fund Management (Luxembourg) S.A. (now JP Morgan) with responsibility for Finance, Legal & Compliance, IT operations and Product Development. He was a member of the Executive Board of ALFI (Association of the Luxembourg Fund Industry) from 1995 to 2005 and Chairman of the ALFI New Products Committee from its inception in 2003 to 2005. He is Chairman of the ALFI Fund Governance Forum and a member of the Investment Funds Committee of ILA (Luxembourg Institute of Directors). He is a member of the Institute of Chartered Accountants of England and Wales, has a Masters Degree in Modern Languages from Cambridge University and is a holder of the INSEAD Certificate in Corporate Governance.

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Management company

Kinetic Partners (Luxembourg) Management Company S.à r.l. 65 rue d’Eich, L-1461 Luxembourg

The Management Company is a UCITS IV management company authorised under chapter 15 of the Law of 2010 and specialised in third party business. The Management Company is furthermore an alternative investment fund manager authorised under chapter 2, article 5 of the law of 12 July 2013 on Alternative Investment Fund Managers.

The Management Company acts as a management company for several investment funds and may be appointed in the future to act as a management company for additional investment funds.

Pursuant to the Management Company Agreement, the Management Company has in particular the following duties in respect of the Fund:

portfolio management of the Sub-Funds;

central administration, including the calculation of the NAV, the subscription, registration, conversion and redemption of shares, and the general administration of the Fund;

compliance and risk management in respect of the Sub-Funds; and

distribution and marketing of the shares.

As outlined below, the Management Company has delegated some of these duties to investment managers and other appropriately qualified and experienced specialist delegates.

Despite the delegation by the Fund of the management, administration and marketing functions to the Management Company (as defined and described hereafter), the Directors of the Fund are responsible for its management and supervision including the determination of investment policies.

Board of directors of the management company

Julian KOREK, Chairman CEO, Founding Member of Kinetic Partners

Monique MELIS Global Service Line Head of Regulatory Consulting, Kinetic Partners LLP

Alan PICONE, PhD Managing Director, Kinetic Partners (Luxembourg) Management Company S.à r.l.

Conducting Officers

Alan PICONE, PhD Managing Director, Kinetic Partners (Luxembourg) Management Company S.à r.l.

Giulio SENATORE, CFA Director, Head of Compliance and Risk Management, Kinetic Partners (Luxembourg) Management Company S.à r.l.

Nicolas MULLER Director, Head of Operations, Kinetic Partners (Luxembourg) Management Company S.à r.l.

Registered office

49, avenue J.F. Kennedy L-1855 Luxembourg Luxembourg

Investment manager

Martin Currie Investment Management Limited Saltire Court 20 Castle Terrace Edinburgh

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United Kingdom EH1 2ES

Sub-investment manager

Martin Currie Asia Pte Limited 3 Anson Road 23-02 Spring Leaf Tower Singapore

Custodian, administrator, paying agent and registrar

State Street Bank Luxembourg S.A. 49, avenue J.F. Kennedy L-1855 Luxembourg Luxembourg

Auditor

Deloitte Audit 560 rue de Neudorf L-2220 Luxembourg Grand Duchy of Luxembourg

Legal advisers to the company

In Luxembourg

Clifford Chance 10 boulevard Grande Duchesse Charlotte B.P. 1147 L-1011 Luxembourg

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THE COMPANY

The company is incorporated in Luxembourg as a société anonyme and qualifies as an umbrella investment company with variable capital (société d’investissement à capital variable or ‘SICAV’). It comprises separate investment portfolios (each a ‘fund’) consisting of transferable and other permitted securities in accordance with Article 181 of the Law of 2010.

Within each fund, the directors of the company may decide to issue more than one class of shares with different characteristics - such as different charging structures, different minimum amounts of investment or different currencies of denomination (each a "share class"). All funds currently have more than one share class. Each fund corresponds to a separate part of the assets and liabilities of the company, in accordance with the ring-fencing principle laid down in Article 181 (1) of the Law of 2010.

The company is issuing - or planning to issue - shares in the following funds:

Name of fund and share class Base Currency

Name of fund and share class Base Currency

Legg Mason Martin Currie GF Japan Fund

US dollar Class (denominated in US$)

US dollar B Class (denominated in US$)**

Yen Class (denominated in Yen)

Sterling Class (denominated in GBP)

Sterling B Class (denominated in GBP)**

Euro Class (denominated in Euros)

Euro B Class (denominated in Euros)**

US$ Legg Mason Martin Currie GF Japan Absolute Alpha Fund




US dollar R Class (denominated in US$)*

Sterling R Class (denominated in GBP)*

Euro R Class (denominated in Euros)*

Yen R Class (denominated in Yen)*

JPY

Legg Mason Martin Currie GF North American Fund







US$ Legg Mason Martin Currie GF European Absolute Alpha Fund




Swedish krona Class (denominated in SEK)

Norwegian krone Class (denominated in NOK)

US dollar R Class (denominated in US$)*

Sterling R Class (denominated in GBP)*

Euro R Class (denominated in Euros)*

Swedish krona R Class (denominated in SEK)*

Norwegian krone R Class (denominated in NOK)*

EUR

Legg Mason Martin Currie GF Asia Pacific Fund







US$ Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund


US dollar D Class (denominated in US$)



US$

Legg Mason Martin Currie GF Global Resources Fund







US$ Legg Mason Martin Currie GF Greater China Fund







US$

* R share classes are available for subscription through distributors or agents operating a commission model and provide for a rebate on the investment management fee payable to such distributors. The investment management fee applicable to R share classes is higher than the one applicable to non-R share classes up to the maximum set out under "Charges and Expenses".

** B share classes have a lower annual management charge in order to meet the requirements of the retail distribution review ("RDR"), a mandatory regulatory change introduced in the United Kingdom to ensure that advice is given to benefit the client. RDR is applicable to brokers who are giving advice to retail clients, its objective being to ensure that the broker will

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pick the funds based on their characteristics rather than result of any commission or payment, thereby ensuring that the client is given the best possible advice with no other influence.

The company may issue further funds. The prospectus of the company will be updated as new funds or different share classes in the funds are issued.

The company was incorporated on 7 August 1998 with a fully paid-up share capital of the Euro equivalent of US$ 35,000.

INVESTMENT OBJECTIVES AND POLICIES

The directors are responsible for the overall investment policy of the company. The investment manager has sole power to make investment decisions in accordance with the overall instructions of the directors of the company. Each fund is managed in accordance with the investment restrictions.

Each fund aims to provide investors with long-term capital appreciation from actively managed portfolios of equity securities including convertible bonds and, on an ancillary basis, warrants on transferable securities.

Each fund may hold liquid assets on an ancillary basis.

As far as the investment restrictions allow, each fund may enter into derivative instruments, being financial futures and option contracts, mainly for hedging purposes and for efficient portfolio management (“EPM”). Such derivatives will be used for those purposes for the funds noted in this paragraph. When it is thought to be appropriate for a more extensive use of derivatives, this is provided for in the investment objectives of a fund as more fully described in the sections below. Such transactions for EPM purposes will typically deliver ‘delta 1’ exposure to the underlying asset, which means that the relationship between such a derivative and its underlying security produces delivery on a linear “one for one” basis. The commitment approach method is used to calculate global exposure and limit leverage in the Legg Mason Martin Currie GF Japan Fund, Legg Mason Martin Currie GF North American Fund, Legg Mason Martin Currie GF Greater China Fund, Legg Mason Martin Currie GF Asia Pacific Fund, Legg Mason Martin Currie GF Global Resources Fund and in the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund.

Due to their higher volatility and their possible lack of liquidity, futures and options present a higher degree of economic risk than investments in transferable securities. In addition, certain funds as further described below may use derivatives for investment purposes.

Subject to the investment restrictions below, the company may from time to time engage in securities lending transactions.


To produce capital growth by investing in Japan. this fund will invest a minimum of two thirds of its total assets (after deduction of ancillary liquid assets) in equities of companies domiciled in or exercising the predominant part of their economic activity in Japan.

The fund uses the commitment approach for global exposure calculation purposes.


To produce capital growth by investing in the USA and Canada, this fund will invest a minimum of two thirds of its total assets (after deduction of ancillary liquid assets) in equities of companies domiciled in or exercising the predominant part of their economic activity in the US or in Canada.



To produce capital growth by investing in all or any of the Indian sub-continent, Australia, New Zealand and the Far East, excluding Japan. This fund will invest a minimum of two thirds of its total assets (after deduction of ancillary liquid assets) in equities of companies domiciled in or exercising the predominant part of their economic activity on the Indian sub-continent, in Australia, New Zealand or the Far East (excluding Japan).



To produce long-term capital growth. This fund will invest a minimum of two thirds of its total assets (after deduction of ancillary liquid assets) in equities of companies globally which are predominantly engaged in the energy, basic materials and utilities sectors.


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Legg Mason Martin Currie GF Greater China Fund

To produce long term capital growth by investing in Greater China, this fund will invest a minimum of two thirds of its total assets (after deduction of ancillary liquid assets) in equities of companies domiciled in or exercising the predominant part of their economic activity in Greater China or deriving the predominant part of their revenues from Greater China.

Up to 20% of the fund’s net assets may be invested in synthetic instruments qualifying under “Investment Restrictions” and which have economic characteristics similar to the fund’s direct investments and may include warrants on transferable securities, exchange-traded funds and American Depositary Receipts.

Investors should note that the investment manager deems the term ‘Greater China’ to include the People’s Republic of China, Hong Kong and Taiwan. Therefore any reference to ‘Greater China’ should be construed and interpreted accordingly.


Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund

The fund has the objective of capturing Asian GDP (gross domestic product) growth and provides an attractive risk/return profile in an historically volatile market using a long only equity strategy.

The portfolio will invest directly or indirectly primarily in equities of companies based in Asia or carrying out significant business activities in Asia. Indirect investment in China A-Shares through market access products such as "participation notes" is contemplated within a limit of 10% of the fund's net asset value (the 'net asset value' or 'NAV'). The fund’s investment strategy will be unconstrained by any benchmark index and it will seek to achieve an absolute return over the longer term. The portfolio is expected to consist primarily of transferable securities but the investment manager may also invest in money market instruments, deposits, nil and partly paid securities, cash and near cash as deemed economically appropriate to meet the fund’s objectives. Use of derivatives will typically be limited to efficient portfolio management and any wider use of derivatives would not be for the purpose of raising the risk profile of the fund.


Legg Mason Martin Currie GF Japan Absolute Alpha Fund

The fund aims to achieve long term capital appreciation by employing a long/short equity strategy. Long exposure will be principally achieved by investing directly or indirectly in equities of companies operating within or servicing the Japanese market. Short exposure will only be achieved by investing indirectly through derivatives.

The portfolio economic exposure will primarily be derived from equities, equity participation and equity linked instruments but the fund may also invest in collective investment schemes, money market instruments, derivatives and forward transactions, deposits, nil and partly paid securities, bonds, convertible bonds, cash and near cash as deemed economically appropriate in order to meet the fund’s objectives.

Whilst the fund aims to achieve absolute returns (in excess of zero) each year such a return is not guaranteed and the fund may experience periods of negative return and consequently may not achieve this objective. Investors should note that the investment strategy will seek to mitigate downside risk (although this is not guaranteed) and, as a result, the fund is unlikely to participate in the whole of the upside or downside of the market in the short and medium term.

Investments in exchange-traded funds ("ETFs") and in other collective investment schemes, to the extent permitted by article 41 (1) (e) of the Law of 2010, will not exceed 10% of the fund's NAV.

Derivatives may be used for investment purposes including the generation of short exposures to individual securities, baskets of securities or indices. Such transactions will typically deliver ‘delta 1’ exposure to the underlying asset, which means that the relationship between a derivative and its underlying security produces delivery on a linear “one for one” basis. Derivatives, including options, may also be used for EPM. Derivatives may also be used for index replication purposes. The use of derivatives generates the possibility of leverage. Leverage is not expected to exceed 100% at any time and will typically be considerably lower. The fund will qualify as a sophisticated UCITS and uses an absolute Value-at-Risk (VaR) approach (representing the maximum loss not exceeded with a given probability defined as the confidence level, over a given period of time). The absolute VaR on overall positions of the fund's portfolio will not exceed 20% over a 1-month period with 99% confidence.

Legg Mason Martin Currie GF European Absolute Alpha Fund

The fund aims to achieve long term capital appreciation by employing a long/short equity strategy. Long exposure will be principally achieved by investing directly or indirectly in equities of companies operating within or servicing the European market. Short exposure will only be achieved by investing indirectly through derivatives.

The portfolio economic exposure will primarily be derived from equities, equity participation and equity linked instruments but the fund may also invest in collective investment schemes, money market instruments, derivatives and forward transactions,

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deposits, nil and partly paid securities, bonds, convertible bonds, cash and near cash as deemed economically appropriate in order to meet the fund’s objectives.

Whilst the fund aims to achieve absolute returns (in excess of zero) each year such a return is not guaranteed and the fund may experience periods of negative return and consequently may not achieve this objective. Investors should note that the investment strategy will seek to mitigate downside risk (although this is not guaranteed) and, as a result, the fund is unlikely to participate in the whole of the upside or downside of the market in the short and medium term. The fund may from time to time include exposure to equities of companies based in emerging market countries in the pursuit of its investment policy.

Investments in ETFs and in other collective investment schemes, to the extent permitted by article 41 (1) (e) of the Law of 2010, will not exceed 10% of the fund's NAV.

Derivatives may be used for investment purposes including the generation of short exposures to individual securities, baskets of securities or indices. Such transactions will typically deliver ‘delta 1’ exposure to the underlying asset, which means that the relationship between a derivative and its underlying security produces delivery on a linear “one for one” basis. Derivatives, including options, may also be used for EPM. Derivatives may also be used for index replication purposes. The use of derivatives generates the possibility of leverage. Leverage is not expected to exceed 100% at any time and will typically be considerably lower. The fund will qualify as a sophisticated UCITS and uses an absolute Value-at-Risk (VaR) approach (representing the maximum loss not exceeded with a given probability defined as the confidence level, over a given period of time). The absolute VaR on overall positions of the fund's portfolio will not exceed 20% over a 1-month period with 99% confidence.

PROFILE OF THE TYPICAL INVESTOR


The fund is suitable for investors who see collective investment schemes as a convenient way of accessing Japanese investment markets. It is appropriate for retail investors who are prepared to meet defined investment objectives, who have experience of, or understand so-called 'capital at risk' products and who are able to accept significant losses (should these occur). In particular, the fund is suitable for investors who can set aside the capital for a period of at least five years and who do not require any income from their investment. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".


The fund is suitable for investors who see collective investment schemes as a convenient way of accessing North American investment markets. It is appropriate for retail investors who are prepared to meet defined investment objectives, who have experience of, or understand so-called 'capital at risk' products and who are able to accept significant losses (should these occur). In particular, the fund is suitable for investors who can set aside the capital for a period of at least five years and who do not require any income from their investment. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".


The fund is suitable for investors who see collective investment schemes as a convenient way of accessing Asia Pacific investment markets. It is appropriate for retail investors who are prepared to meet defined investment objectives, who have experience of, or understand so-called 'capital at risk' products and who are able to accept significant losses (should these occur). In particular, the fund is suitable for investors who can set aside the capital for a period of at least five years and who do not require any income from their investment. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".


The fund is suitable for investors who see collective investment schemes as a convenient way of accessing Global investment markets. It is appropriate for retail investors who are prepared to meet defined investment objectives, who have experience of, or understand so-called 'capital at risk' products and who are able to accept significant losses (should these occur). In particular, the fund is suitable for investors who can set aside the capital for a period of at least five years and who do not require any income from their investment. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".


The fund is suitable for investors who see collective investment schemes as a convenient way of accessing Chinese investment markets. It is appropriate for retail investors who are prepared to meet defined investment objectives, who have experience of, or understand so-called 'capital at risk' products and who are able to accept significant losses (should these occur). In particular, the fund is suitable for investors who can set aside the capital for a period of at least five years and who do not require any income from their investment. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".

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The fund is suitable for investors seeking exposure to UCITS regulated long/short strategies, who have experience of or understand that the characteristics of the fund may differ materially from funds that do not incorporate short exposure within the investment strategy and that are investing with an outlook typically not less than five years. Investors should seek professional advice before committing to investment of their assets. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".


The fund is suitable for investors seeking exposure to UCITS regulated long/short strategies, who have experience of or understand that the characteristics of the fund may differ materially from funds that do not incorporate short exposure within the investment strategy and that are investing with an outlook typically not less than five years. Investors should seek professional advice before committing to investment of their assets. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".


The Asia Long Term Unconstrained Fund is suitable for investors who see collective investment schemes as a convenient way of accessing investment in Asia and who are investing with an outlook of typically not less than five years. It is appropriate for investors who understand or have experience of so called "capital at risk" products and who are able to accept significant losses (should these occur). In particular the fund's performance may differ very significantly from conventional indices typically considered representative of Asian markets. The fund is not appropriate for investors who require any income from their investment. The shareholder's attention is drawn to the risk profile of the fund which is set out under "Risk Warnings".

RISK WARNINGS

There is no guarantee that the funds will achieve their investment objectives. You should be aware that market and currency movements may cause the value of the shares and any income from them to go down as well as up. You may get back less than you invested when you sell your shares.

The capital return and income of the funds are based on the capital appreciation and income of investments they hold, less expenses incurred. This means the funds’ returns may fluctuate in response to changes in such capital appreciation or income.

Fluctuations in the rate of exchange between the currency in which the shares are denominated and the currency of investment may also cause the value of an investment in the shares to fall or rise. Investment in shares in the company should be regarded as a medium to long-term investment.

Investments in smaller companies may be riskier. Shares in smaller companies may be less liquid than larger companies, meaning that their share price may be more volatile.

Investors are warned that the prices of warrants and therefore the price of shares of the company may fall as rapidly as they rise. When there is a significant fall in warrant prices it may not always be possible to dispose of warrants held in the portfolio. A fund that invests in warrants therefore carries a significant risk of loss of capital.

A fund that invests materially in warrants is deemed suitable only for investors who can afford the risks involved and can accept that they may not get back the value of their original investment.

Legg Mason Martin Currie GF Greater China Fund, Legg Mason Martin Currie GF Asia Pacific Fund, Legg Mason Martin Currie GF Global Resources Fund, Legg Mason Martin Currie GF Japan Absolute Alpha Fund, Legg Mason Martin Currie GF European Absolute Alpha Fund and Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund may invest in certain countries where markets and the legal and tax systems are less developed than in western European countries. Potential investors should bear in mind that the high volatility which often exists in emerging markets due to the lack of liquidity or other factors may offer the possibility of improved returns but involves a higher degree of risk. The investment by these funds in certain emerging markets may also be adversely affected by political developments and/or changes in local laws, taxes and exchange controls.

THE FOLLOWING RISK WARNINGS APPLY SOLELY TO THE LEGG MASON MARTIN CURRIE GF GREATER CHINA FUND, THE LEGG MASON MARTIN CURRIE GF ASIA PACIFIC FUND AND THE LEGG MASON MARTIN CURRIE GF ASIA LONG TERM UNCONSTRAINED FUND:

Investment in the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund carries significant risk, and investment in these funds should be regarded as long term in nature and only suitable for investors who understand the risks involved and who are able to withstand the loss of their invested capital.

Investing in the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund involves certain considerations in addition to the risks normally

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associated with making investments in securities. There can be no assurance that the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund will achieve their respective investment objectives. The value of shares in the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund may go down as well as up and there can be no assurance that on a redemption, or otherwise, investors will receive the amount originally invested.

In addition to the above factors, it should be noted that the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund will be taking positions in companies established or operating in, and/or whose securities trade in, China and other emerging markets; investments in such emerging markets are highly speculative, being subject to foreign exchange controls, governmental policy, and lack of transparency and regulation in the markets concerned. Such markets often lack derivative instruments, thereby making hedging difficult or impossible and the liquidity and/or bid/offer spreads on such markets can affect the ability of the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund to deal efficiently on such markets. In addition, the following should be noted:

Political and economic instability

The governments of many emerging countries exercise substantial influence over various aspects of the private sector and accordingly may impact both the general economic conditions within the country and specific private sector companies. Expropriations, exchange control, confiscation, taxation, nationalization and political, diplomatic, economic or social stability and high rates of inflation within these emerging markets are factors which may adversely affect the Legg Mason Martin Currie GF Greater China Fund's, the Legg Mason Martin Currie GF Asia Pacific Fund's and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund's respective performance. Greater bureaucratic difficulties relating to investment (and divestment) in China and other emerging markets give rise to considerations not typically associated with investment in member countries of the Organisation for Economic Co-operation and Development (“OECD countries”).

Illiquid and volatile markets

The securities markets of China and the other emerging countries where the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund will invest tend to be substantially smaller, less liquid and more volatile than the major securities markets of OECD countries which may impair the Legg Mason Martin Currie GF Greater China Fund's, the Legg Mason Martin Currie GF Asia Pacific Fund's and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund's ability to acquire or dispose of assets at an advantageous price and time. In addition, the securities of issuers in emerging market countries may be less liquid and more volatile. Many emerging countries are subject to high rates of inflation that serve to reduce the real rate of return for portfolio assets. Brokerage commissions and transaction costs are generally higher in emerging markets.

Failure to repay

The Legg Mason Martin Currie GF Greater China Fund and the Legg Mason Martin Currie GF Asia Pacific Fund will be able to invest in internal debt obligations of emerging countries' governments. Investment in such debt can be highly risky and the debtor's willingness or ability to repay principal and interest in a timely manner may be affected by its cash flow situation, the extent of its foreign reserves, the availability of sufficient foreign exchange on the date a payment is due, the relative size of the debt's burden to the economy as a whole and the political constraints to which the debtor may be subject. Additionally, emerging countries' ability to honour payments is likely to be strongly influenced by the balance of trade and their access to trade and other institutional credit, which may depend in part on the extent to which their exports are limited to a single or a few commodities which may become vulnerable as a result of a decline in the international price of those commodities.

Legal factors

The ability to obtain or enforce judgments in China and other emerging countries may be restricted. Additionally, issuers in emerging countries are subject to accounting, auditing and financial standards and requirements, and regulatory requirements which may be significantly less stringent than those applicable to issuers from OECD countries. Consequently, there may be less publicly available information about issuers in China and other emerging market countries and such issuers may be subject to less developed governmental and/or regulatory supervision and reporting requirements than may be the case in many OECD countries.

The legal system of the People's Republic of China ("PRC") relating to commerce, business and companies and to the operation of stock exchanges and the custody, settlement and clearance of securities trades, has been developing quickly, but there remains a degree of legal uncertainty in the interpretation (and any enforcement) of many legal rights and obligations which could be relevant to the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund and many of the arrangements relating to custody, settlement and clearance of securities trades are and remain untested.

13

Accounting and disclosure standards

Regulations concerning reporting requirements and accounting and auditing standards for PRC companies and companies in other emerging markets do not afford the same degree of investor protection as that afforded by equivalent regulations in the markets of the OECD. Accordingly, the investment manager will have access to less financial information, and to less reliable financial information, regarding potential and existing investments of the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund than would normally be the case in more sophisticated markets. The quality and limited availability of official data published by the PRC government and government agencies and information on PRC businesses and industries and the equivalent in other emerging markets is generally not equivalent to that of more developed countries.

Laws in the PRC will continue to evolve. In addition to restrictions on repatriation of capital and income referred to below, changes in taxation legislation could affect the amount of income which may be derived, and the amount of capital returned, from the investments of the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund. Changes to taxation laws and regulations (or their interpretation) may adversely affect the Legg Mason Martin Currie GF Greater China Fund's, the Legg Mason Martin Currie GF Asia Pacific Fund's and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund's respective level of income or capital gains. Changes in legislation (or in the interpretation thereof) may also affect the value and marketability of the investments of the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund, the level of distributions available to investors, the amount of freely convertible currency repatriated to the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund on the exchange of capital, dividends and other income from Chinese Renminbi or currencies in other emerging markets and the timing of payment of distributions to investors. Laws governing taxation will also continue to change and may contain conflicts and ambiguities. Tax reclaims may not be possible in practice, even where technically permitted by law.

Investment and repatriation restrictions

Emerging market countries may impose restrictions and controls to varying degrees on foreign investment in money market and short-term fixed income investments and securities. The Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Asia Pacific Fund and the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund may be adversely affected by delays or refusals to grant governmental or other approvals required in relation to such restrictions or controls or with regard to the repatriation of any capital.

Limited diversification

The Legg Mason Martin Currie GF Greater China Fund’s portfolio is likely to be concentrated in equity related investments of Chinese companies, which increases the risk of an investment in the fund by increasing the relative impact which each portfolio investment will have on the overall performance of the fund.

THE FOLLOWING RISK WARNINGS APPLY SOLELY TO THE LEGG MASON MARTIN CURRIE GF JAPAN ABSOLUTE ALPHA FUND AND THE LEGG MASON MARTIN CURRIE GF EUROPEAN ABSOLUTE ALPHA FUND:

Investments in derivative instruments

The Legg Mason Martin Currie GF Japan Absolute Alpha Fund and the Legg Mason Martin Currie GF European Absolute Alpha Fund may purchase and sell ("write") options on equities on national and international securities exchanges and in the domestic and international over-the-counter market. The seller ("writer") of a put option which is covered (e.g. the writer has a short position in the underlying security) assumes the risk of an increase in the market price of the underlying security above the sales price (in establishing the short position) of the underlying security, plus the premium received, and gives up the opportunity for gain on the underlying security below the exercise price of the option. If the seller of the put option owns a put option covering an equivalent number of shares with an exercise price equal to or greater than the exercise price of the put written, the position is "fully hedged" if the option owned expires at the same time or later than the option written. The seller of an uncovered put option assumes the risk of a decline in the market price of the underlying security below the exercise price of the option. The buyer of a put option assumes the risk of losing its entire investment in the put option. If the buyer of the put holds the underlying security, the loss on the put will be offset in whole or in part by any gain on the underlying security.

The writer of a call option which is covered (e.g. the writer holds the underlying security) assumes the risk of a decline in the market price of the underlying security below the value of the underlying security less the premium received, and gives up the opportunity for gain on the underlying security above the exercise price of the option. The seller of an uncovered call option assumes the risk of a theoretically unlimited increase in the market price of the underlying security above the exercise price of the option. The buyer of a call option assumes the risk of losing its entire investment in the call option. If the buyer of the call sells short the underlying security, the loss on the call will be offset, in whole or in part, by any gain on the short sale of the underlying security.

Options may be cash settled, settled by physical delivery or by entering into a closing purchase transaction. In entering into a closing purchase transaction, the Legg Mason Martin Currie GF Japan Absolute Alpha Fund and the Legg Mason Martin Currie GF

14

European Absolute Alpha Fund may be subject to the risk of loss to the extent that the premium paid for entering into such closing purchase transaction exceeds the premium received when the option was written.

Swaps, contracts for difference, certain options and other custom instruments used by a fund are subject to the risk of non-performance by the respective counterparty. A fund may trade in single stock futures contracts, which are agreements to buy or to sell shares of a specific stock at a specified price on a designated date in the future. Investment in single stock futures involves a substantial degree of risk. There is no assurance that a liquid secondary market will exist for single stock futures contracts purchased or sold, and a fund may be required to maintain a position until exercise or expiration, which could result in losses. In addition, the fund bears the counterparty risk related to the contracts concluded by its counterparty.

Efficient portfolio management ("EPM") transactions

EPM transactions involve counterparty risk, including the risk that the securities subject to such transactions may not be returned or not be returned in a timely manner. Should the counterparty of such transactions fail to return the securities, there is a risk that the collateral received may be realized at a lower value than the relevant securities, whether due to inaccurate pricing of the collateral, adverse market movements, decrease in the credit rating of the issuer of the collateral or the illiquidity of the market in which the collateral is traded, which could adversely impact the performance of the relevant fund.

Over-the-counter ("OTC") derivative transactions

In general, there is less governmental regulation and supervision of transactions in the OTC markets (in which some equity derivatives, currencies, forward, spot and option contracts, total return swaps and certain options on currencies are generally traded) than of transactions entered into on regulated markets (as defined in the "Investment Restriction" section hereafter) which operate regularly and are recognized and open to the public. In addition, many of the protections afforded to participants on some regulated markets, such as the performance guarantee of an exchange clearinghouse, may not be available in connection with OTC transactions. Therefore, any fund entering into OTC transactions will be subject to the risk that its direct counterparty will not perform its obligations under the transactions and that the fund will sustain losses. A fund will only enter into transactions with counterparties which it believes to be creditworthy, and may reduce the exposure incurred in connection with such transactions through the use of appropriate collateral. Regardless of the measures the fund may seek to implement to reduce counterparty credit risk, however, there can be no assurance that a counterparty will not default or that the fund will not sustain losses as a result.

Investments in other undertakings for collective investment ("UCIs")

In relation to the investment in other open-ended and closed-ended UCIs the company must bear the usual commissions relating to the units of these UCIs. Commissions will be paid twice, both to the targeted UCIs and to the company itself, with the exception of the case set out at point VI c. under "Investment Restrictions".

Liquidity and emerging markets

Emerging markets tend to be more volatile than more established stock markets and therefore your money is at greater risk. Other risk factors such as political and economic conditions should also be considered. Restrictive dealing, custody and settlement practices may be prevalent. A counterparty may not pay or deliver on time or as expected. As a result, settlement may be delayed and the cash or securities could be disadvantaged. Securities of many companies in emerging markets are less liquid and their prices more volatile than securities of comparable companies in more sizeable markets.

ISSUE OF SHARES

Under the articles of incorporation, the directors have the power to issue shares corresponding to different funds each consisting of a portfolio of assets and liabilities. Within each fund, the directors may issue different share classes, each with different characteristics as detailed under "The Company" above.

Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund may issue four share classes. Legg Mason Martin Currie GF Greater China Fund may issue five share classes. Legg Mason Martin Currie GF North American Fund, Legg Mason Martin Currie GF Global Resources Fund, and Legg Mason Martin Currie Asia Pacific Fund may issue six share classes. Legg Mason Martin Currie GF Japan Fund, and Legg Mason Martin Currie GF Japan Absolute Alpha Fund may issue seven share classes. Legg Mason Martin Currie GF European Absolute Alpha Fund may issue eight share classes. The investment manager may at its discretion enter into currency hedging transactions under the investment restrictions of this prospectus.

Shares may normally be bought from or sold to the company at buying and selling prices based on the net asset value of the relevant shares as set out under "Determination of the Net Asset Value of Shares". Where appropriate, the subscription charge of up to 5% will be deducted from the amount received for investment.

Shares in the company are available in registered form without certificates. A confirmation of shareholding will be sent to investors within 1 full bank business day in Luxembourg following the calculation of the net asset value as set out under "Determination of the Net Asset Value of Shares". Shares are registered in the share register in the same name as appears in the application form.

15

Fractions of shares will be issued in denominations of up to three decimal places.

Fractions of shares will not carry any voting rights but will participate pro rata in all distributions made in the relevant share class. The directors have agreed that the company may not issue warrants, options or other rights to subscribe for shares in the company to its shareholders or to other persons.

The Company draws the investors’ attention to the fact that any investor will only be able to fully exercise his investor rights directly against the Company, notably the right to participate in general shareholders’ meetings, if the investor is registered himself and in his own name in the shareholders’ register of the Company. In cases where an investor invests in the Company through an intermediary investing into the Company in his own name but on behalf of the investor, it may not always be possible for the investor to exercise certain shareholder rights directly against the Company. Investors are advised to take advice on their rights.

BUYING SHARES

Shares are currently available on any full bank business day in Luxembourg in the Legg Mason Martin Currie GF Greater China Fund, Legg Mason Martin Currie GF Global Resources Fund, Legg Mason Martin Currie GF Japan Fund, Legg Mason Martin Currie GF North American Fund, Legg Mason Martin Currie GF Asia Pacific Fund, Legg Mason Martin Currie GF Japan Absolute Alpha Fund and Legg Mason Martin Currie GF European Absolute Alpha Fund. Shares are currently available in the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund fortnightly based on the valuation day occurring (i) on the first Wednesday following launch of the fund, or if such day is not a full bank business day, on the next following full bank business day, and (ii) on every second Wednesday thereafter, or if such day is not a full bank business day, on the next following full bank business day.

During a launch period, shares in the funds will be issued at the prices set out below. Where appropriate, the subscription charge of up to 5% will be deducted from the amount received for investment.

Name of fund and share class Initial launch price Launch date





9.5 US$

1121 Yen

10 GBP

1 February 1999

1 October 2003

30 April 2010


US dollar B Class (denominated in US$)

Sterling B Class (denominated in GBP)


Euro B Class (denominated in Euros)

10 US$

10 GBP

10 Euros

10 Euros

1 February 2015, or, if not on

that date, on the next following

day when the first subscription

will have been accepted by the

directors of the company




10 US$

10 Euros

19 September 2003

30 April 2010






10 US$

10 Euros

10 GBP

10 GBP











13.72 US$

10 GBP

10 GBP

10 EUR

30 December 2005

17 November 2008

5 November 2012

20 April 2011




10 US$

10 EUR








10 US$

9 March 2007

16


10 EUR 9 March 2007






10 US$

10 EUR

10 GBP

10 GBP










10 US$

5.06 GBP

6.33 EUR

9 June 2008

9 June 2008

9 June 2008





10 US$

10 GBP

10 EUR










US dollar R Class (denominated in US$)

Sterling R Class (denominated in GBP)

Euro R Class (denominated in Euros)

10 US$

10 GBP

10 Euros

10 US$

10 GBP

10 Euros

29 September 2010

29 September 2010

29 September 2010

29 September 2010

29 September 2010

29 September 2010


Yen R Class (denominated in Yen)

1000 Yen














10 US$

10 GBP

10 Euros

10 US$

10 GBP

10 Euros

100 SEK

29 September 2010

29 September 2010

29 September 2010

29 September 2010

29 September 2010

29 September 2010

12 May 2015


Swedish krona R Class (denominated in SEK)


Norwegian krone R Class (denominated in NOK)

100 SEK

100 NOK

100 NOK

1 July 2015, or, if not on









10 US$

10 GBP

10 Euros

16 May 2012



10 US$



17




The distributor may agree to rebates provided the company is paid at least the initial launch price or its equivalent in GBP, Euro, SEK, CHF or Yen (depending on the relevant fund or share class).

Following the launch period for each fund, investors can buy shares on any full bank business day in Luxembourg. Where appropriate, the subscription charge of up to 5% will be deducted from the amount received for investment. Provided the application is received at the offices of the administrator prior to 13:00 CET on a valuation day, the shares will be issued on the basis of the net asset value to be determined as of that day as set out under "Determination of the Net Asset Value of Shares". Any applications received after that time will be deferred until the next valuation day.

For the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund, shares will be issued fortnightly based on the valuation day occurring (i) on the first Wednesday following launch of the fund, or if such day is not a full bank business day, on the next following full bank business day and (ii) on every second Wednesday thereafter, or if such day is not a full bank business day, on the next following full bank business day.

Investors applying for shares for the first time should complete the application form enclosed with this prospectus or which may be obtained at the registered office of the company. Subsequently, applications may also be made by fax at the numbers set out in the application form. Investors who have signed up to EMX or Calastone may buy shares using the EMX messaging system or the Calastone messaging system (as appropriate).

Postal applications must be mailed to Martin Currie Global Funds, c/o State Street Bank Luxembourg S.A., 49 Avenue JF Kennedy, BP 275, L-1855, Luxembourg.

Subscriptions for shares for an amount in excess of 5% of the net assets of any fund on any valuation day may be accepted by the company against contribution in kind of securities or other assets which could be acquired by the relevant fund pursuant to its investment policy and restrictions. Any such contribution in kind will be valued in an auditor’s report drawn up in accordance with the requirements of Luxembourg law.

Payment will be made in the relevant currency of the fund or share class unless agreed otherwise at the time the deal is placed. Investors may place an application for shares with the administrator in the following currencies in addition to the currency of the relevant fund or share class: Pound sterling, Euro, Swiss francs, Japanese Yen and Swedish Krone. Other freely convertible currencies may be accepted in the future and investors should make enquiries in this respect in advance with the administrator.

Conversion of other currencies into the currency of denomination of the relevant fund or share class will be made by the administrator on behalf and at the cost of the investor in accordance with its normal business practice. Further details can be obtained on request from the administrator.

Payment for shares must be made not later than the fourth Luxembourg bank business day after the relevant valuation day where the valuation day is on or before 31 March 2015, and not later than the third Luxembourg bank business day after the relevant valuation day where the valuation day is on or after 1 June 2015 (the ‘settlement date’). Where the settlement date is not a bank business day in Luxembourg and in the relevant financial centre affecting the movement of the relevant currency, the settlement date will be the following bank business day in Luxembourg and in such financial centre.

The company reserves the right to:

a) charge interest at a rate of 2% per annum over State Street Bank Luxembourg S.A.’s current rate on the amount payable by any applicant in respect of late payment;

b) cancel any allotment and/or seek compensation from the applicant for any loss resulting from non-payment within the prescribed time;

c) accept any application in part only (or reject any application in full).

Application forms, payment details, the current net asset value of each fund in issue and the buying price of the shares in the funds are all available from the registered office of the company.

Pursuant to the law of 19 February 1973 (as amended) to combat drug addiction, the law of 12 November 2004 on the fight against money laundering and terrorist financing, amended by the Luxembourg law of 27 October 2010, and the law of 5 April 1993 (as amended), relating to the financial sector and to the relevant circulars of the supervisory authority, obligations have been imposed on professionals of the financial sector, including the company, to prevent the use of collective investment undertakings, such as the company, for money laundering purposes. Within this context, measures to ensure the identification of investors have been imposed.

18

The identity of investors must be ascertained by the administrator prior to the acceptance of any application. Please note that the administrator reserves the right in all cases to request further documentation or information which will be used only for compliance with these obligations. Failure to provide this further documentation or information may result in various consequences such as the withholding of redemption proceeds.

The directors of the company have agreed to potentially accept initial and subsequent applications for the minimum amounts set out below:

Name of fund and share class

Minimum initial application per share class (in US$ or its equivalent in the currency of the relevant share class)

Minimum subsequent application per share class (in US$ or its equivalent in the currency of the relevant Share class)









5,000 US$

10,000 US$

5,000 US$

5,000 US$

10,000£

5,000 US$

10,000 €

2,500 US$

10,000 US$

2,500 US$

2,500 US$

10,000£

2,500 US$

10,000 €








5,000 US$

10,000 US$

5,000 US$

10,000£

5,000 US$

10,000 €

2,500 US$

10,000 US

$2,500 US$

10,000£

2,500 US$

10,000 €








5,000 US$

10,000 US$

5,000 US$

10,000£

5,000 US$

10,000 €

2,500 US$

10,000 US$

2,500 US$

10,000£

2,500 US$

10,000 €








5,000 US$

10,000 US$

5,000 US$

10,000£

5,000 US$

10,000 €

2,500 US$

10,000 US$

2,500 US$

10,000£

2,500 US$

10,000 €








5,000 US$

10,000 US$

5,000 US$

10,000£

5,000 US$

10,000 €

2,500 US$

10,000 US$

2,500 US$

10,000£

2,500 US$

10,000 €








Yen R Class (denominated in Yen)

250,000 US$

250,000 US$

250,000 US$

10,000 US$

10,000 US$

10,000 US$

10,000 US$

125,000 US$

125,000 US$

125,000 US$

5,000 US$

5,000 US$

5,000 US$

5,000 US$

19










Swedish krona R Class (denominated in SEK)

Norwegian krone R Class (denominated in NOK)

250,000 US$

250,000 US$

250,000 US$

250,000 US$

250,000 US$

10,000 US$

10,000 US$

10,000 US$

10,000 US$

10,000US$

125,000 US$

125,000 US$

125,000 US$

125,000 US$

125,000 US$

5,000 US$

5,000 US$

5,000 US$

5,000 US$

5,000 US$






100,000 US$

100,000 US$

100,000 US$

100,000 US$

10,000 US$

10,000 US$

10,000 US$

10,000 US$

The directors of the company may however set different levels for minimum investments or minimum transactions for investors in certain countries or for investments through any savings plan for investment in different share classes of each fund – if the directors decide to introduce this facility.

For the same reasons, but always in accordance with the articles of incorporation of the company, the directors may provide for specific payment arrangements for investors in certain countries. In both cases an adequate description will be made available to investors in the relevant countries together with the prospectus.

No shares will be issued by the company in a fund during any period when the calculation of the net asset value per share of a fund is suspended by the company. This is in line with the power reserved to it by its articles of incorporation and described under ‘Temporary suspension of purchases, sales and switches’.

The company may restrict or prevent the ownership of shares by any person, firm or company. More specifically, the company has restricted the ownership of shares by US Persons (as such term is defined in Appendix 1). Where it appears to the company that a person who is precluded from holding shares, either alone or in conjunction with any other person, is a beneficial owner of shares, the company may, at its discretion, purchase their shares, pursuant to the procedure set forth in article 8 of the articles of incorporation of the company.

By the subscription or purchase of shares in the company, the shareholder accepts that the entries in the register of shareholders may be used by the investment manager for the purpose of shareholder servicing. Likewise, shareholders agree by their subscription to or purchase of shares that their telephone conversations with the investment manager may be recorded. In particular, the investment manager and/or administrator may use telephone recording procedures to record orders or instructions relating to transactions in shares. By giving any instructions or orders by telephone, the investor is deemed to consent to the use of these tape recordings by the company or the investment manager in legal proceedings.

REDEEMING SHARES

On any valuation day a shareholder may ask for redemption of all or part of his shares at the prevailing redemption price per share of the relevant fund (or share class, if applicable). The redemption price is determined as set out under "Determination of the Net Asset Value of Shares".

Requests for redemption of shares should be received at the offices of the administrator not later than 13:00 CET on the relevant valuation day. If received later, the redemption will be carried out on the next valuation day.

For the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund, shares may be redeemed fortnightly based on the valuation day occurring (i) on the first Wednesday following launch of the fund, or if such day is not a full bank business day, on the next following full bank business day and (ii) on every second Wednesday thereafter, or if such day is not a full bank business day, on the next following full bank business day.

Instructions to redeem shares may be made by fax or in writing to the administrator. Investors who have signed up to EMX or Calastone may redeem shares using the EMX messaging system or the Calastone messaging system (as appropriate).

Settlement will be made in the currency of denomination of the relevant fund or share class unless the investor instructs the administrator to convert such currency into any of the freely convertible currencies for which the administrator offers that service.

20

The proceeds of any redemption will normally be paid by bank transfer on the fourth Luxembourg bank business day after the relevant valuation day where the valuation day is on or before 31 March 2015, and on the third Luxembourg bank business day after the relevant valuation day where the valuation day is on or after 1 June 2015, or if later following postal receipt of written confirmation of a fax instruction.

If the redemption requests of shares in a fund on any valuation day exceeds 10% of the shares in that fund in issue that day, the company may restrict the number of redemptions to 10% of the total number of the shares in that fund in issue on that day. To safeguard the interests of the shareholders, this limitation will apply to all shareholders who have requested the redemption of their shares in a fund on a valuation day pro rata of the shares in the fund tendered by them for redemption. Any redemption requests not carried out on that day will be carried forward to the next valuation day. They will be dealt with on that valuation day under the same limitations, and in priority according to the date of receipt of the application for redemption. If redemption requests are carried forward, the company will inform the shareholders affected thereby.

Additionally, if requests for the redemption of more than 5% of the total number of shares in issue of any fund are received on any valuation day, the company may propose that a shareholder accepts 'redemption in kind' i.e. receives a portfolio of stock from the relevant fund of equivalent value to the appropriate cash redemption payment. In such circumstances the investor is free to refuse the redemption in kind and to insist upon cash redemption payment in the reference currency of the relevant fund (or, if more than one share class have been issued in a fund, of that share class). Where the investor agrees to accept redemption in kind he will, as far as possible, receive a representative selection of the relevant fund’s holdings pro rata to the number of shares redeemed. The value of the redemption in kind will be certified by an auditor’s report drawn up in accordance with the requirements of Luxembourg law.

A shareholder may not withdraw his redemption request except in the event of a suspension of the valuation of assets of the relevant fund. In this event a withdrawal will be effective only if written notification is received by the administrator before the end of the period of suspension. If the request is not withdrawn, the redemption will be made on the valuation day following the end of the suspension.

Unless otherwise decided by the directors, a request for redemption of shares by a single shareholder may not be for an amount of less than US$ 2,500 for the Legg Mason Martin Currie GF Japan Fund, Legg Mason Martin Currie GF North American Fund, the Legg Mason Martin Currie GF Asia Pacific Fund, the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Global Resources Fund, and an amount of less than US$ 5,000 for the Legg Mason Martin Currie GF Japan Absolute Alpha Fund and the Legg Mason Martin Currie GF European Absolute Alpha Fund (or its equivalent in the currency of the relevant Share class) unless the redemption is for the balance of the holdings of the relevant shareholder.

Unless otherwise decided by the directors, a request for redemption of Sterling B, US dollar B and euro B shares by a single shareholder may not be for an amount of less than £1,000. $1,000 and €1,000 respectively in the Legg Mason Martin Currie GF Japan Fund, the Legg Mason Martin Currie GF North American Fund, the Legg Mason Martin Currie GF Asia Pacific Fund, the Legg Mason Martin Currie GF Greater China Fund and the Legg Mason Martin Currie GF Global Resources Fund.

If, for any reason, the value of the holdings of a single shareholder in shares of a particular fund (or, if more than one share class have been issued in a fund, of that share class) falls below the applicable minimum initial application per share class (or its equivalent in the currency of the relevant share class), as detailed above under "Buying Shares", then the shareholder will at the discretion of the company be deemed to have requested the redemption of all of his shares of that fund (or, if applicable, of that share class). In respect of the Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund, the minimum holding amount is $ 50,000. In respect of the Legg Mason Martin Currie GF Asia Pacific Fund, the Legg Mason Martin Currie GF Japan Fund, the Legg Mason Martin Currie GF Greater China Fund, the Legg Mason Martin Currie GF Global Resources Fund and the Legg Mason Martin Currie GF North American Fund, the minimum holding amount is £ 5,000 for Sterling B, $ 5,000 for US dollar B and € 5,000, for Euro share classes.

SWITCHING OF SHARES

Any shareholder may request the switch of all or, providing the value of the shares to be switched equals or exceeds the applicable minimum initial application per share class (or its equivalent in the currency of the relevant share class), part of his shares of one fund or share class into shares of another fund or shares of another share class of the same fund at the respective net asset values of the relevant shares as set out under "Determination of the Net Asset Value of Shares".

The rate at which shares in a given fund or share class (the 'original fund') are switched to shares of another fund or share class (the 'new fund') is determined by means of the following formula: B x C x E A = ———————— D A is the number of shares to be allocated in the new fund

B is the number of shares of the original fund which are to be switched

21

C is the applicable net asset value per share (as set out under "Determination of the Net Asset Value of Shares") of the original fund

D is the applicable net asset value per share (as set out under "Determination of the Net Asset Value of Shares") of the new fund

E is the currency conversion rate (if any) between the currency of the original fund and the currency of the new fund

No fees apply to switches of shares of one share class into shares of another share class of the same or of another fund.

Fractional shares of the new fund will be allotted up to three decimal places.

If a switch of shares would reduce the value of the holdings of a single shareholder in shares of one fund (or, if more than one share class have been issued in a fund, of that share class) below the equivalent of the applicable minimum initial application per share class (or its equivalent in the currency of the relevant share class), then the shareholder, subject to the company’s discretion, will be deemed to have requested the switch of all his shares of that fund (or, if applicable, of that share class).

Requests to switch can be made by fax or in writing.

The request to switch should be received at the offices of the administrator not later than 13:00 CET on the relevant valuation day. If received later, the switch will be carried out on the next valuation day.

If the switching of shares in a fund on any valuation day exceeds 10% of the shares in that fund in issue that day, the company may restrict the number of switches to 10% of the total number of the shares in that fund in issue on that day. To safeguard the interests of the shareholders, this limitation will apply to all shareholders who have requested the switching of their shares in a fund on a valuation day pro rata of the shares in the fund tendered by them for switching. Any switches not carried out on that day will be carried forward to the next valuation day. They will be dealt with on that valuation day under the same limitations, and in priority according to the date of receipt of the application for switch. If switching requests are carried forward, the company will inform the shareholders affected thereby.

A shareholder may not withdraw his switch request, except in the events and subject to the same conditions as set out under ‘Redeeming shares’.

LATE TRADING OR MARKET TIMING

“Late trading” is to be understood as the acceptance of a subscription, switch or redemption order after the cut-off time on the relevant valuation day and the execution of such an order at a price based on the net asset value as set out under "Determination of the Net Asset Value of Shares" applicable to orders received prior to the cut-off time.

“Market timing” is to be understood as an arbitrage method whereby an investor systematically subscribes or redeems shares of the company within a short time period, taking advantage of time differences and/or imperfections or deficiencies in the method of calculation of the net asset value.

In order to protect the company and its investors against Late trading and Market timing practices, the following prevention measures are in place:

1. No subscription, switches or redemptions are accepted after the cut-off time in Luxembourg, except for subscriptions, switches or redemptions through nominees or sales agents which undertake to apply the cut-off time to all orders and then transmit the orders to the administrator within a reasonable period of time.

2. The net asset value is calculated after the cut-off time ("forward pricing").

On an annual basis the auditor of the company reviews the compliance rules with respect to the cut-off time.

In order to protect the interest of the company and its investors, the company does not permit practices that may be related to Market timing and the company reserves the right to suspend, cancel or reject subscriptions, redemption orders or switch orders in this context.

TEMPORARY SUSPENSION OF PURCHASES, SALES AND SWITCHES

The issue and redemption of its shares from shareholders, as well as conversion from and to shares of each particular fund (and between the share classes, if any, comprised therein),will be suspended each time the company decides to suspend the determination of the net asset value of shares of the fund or share class concerned. A notice of any suspension will be notified to investors requesting the purchase, sale or switch of their shares at the time of the application for such purchase, sale or switch, and will be published in a Luxembourg newspaper and in other newspapers which the company may from time to time determine, if, in the opinion of the directors, that suspension is likely to exceed 14 days.

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CHARGES AND EXPENSES

The management company will be paid a fee calculated as a percentage per annum of the net asset value of each of the funds (or share classes) and will be included in the Maximum percentage of expenses to be charged as detailed in the table hereunder. The fee will be accrued on a daily basis and be paid monthly.

The investment manager will be paid a fee calculated as a percentage per annum of the net asset value of each of the funds or share classes) as detailed in the table hereunder. The fee will be accrued on a daily basis and be paid monthly. The sub-investment manager (if any) will be paid as agreed between the investment manager and the sub-investment manager from time to time but for the avoidance of doubt shall not exceed the fees received by the investment manager. The sub-investment manager will not receive any other remuneration in connection with transactions effected on the investment manager's behalf.

The custodian receives annual safekeeping and servicing fees, according to the agreed schedule with the company in respect of each fund, the rates for which vary according to the country of investment and, in some cases, according to asset class. The custodian fee is payable at the end of each month by the company in respect of each fund and is accrued on each valuation day based on the previous day’s net asset value. The custodian fee is calculated by the agreed schedule and shall not be borne by a fund or share class in excess of a percentage per annum of the net asset value of such fund or share class, as detailed in the table hereunder, as all fees above such percentage per annum of the net asset value of such fund/share class are borne by the investment manager.

The administrator receives annual administrative fees, according to the agreed schedule with the company in respect of each fund, the rates for which vary according to the country of investment and, in some cases, according to asset class. The administrative fee is payable at the end of each month by the company in respect of each fund and is accrued on each valuation day based on the previous day’s net asset value. The administrative fee is calculated by the agreed schedule and shall not be borne by a fund or share class in excess of a percentage per annum of the net asset value of such fund or share class, as detailed in the table hereunder, as all fees above 2% per annum of the net asset value of the fund are borne by the investment manager. For Absolute Alpha funds, the maximum percentage of fees to be charged varies as set out in the table below.

The distributor or the agents active in the placing of shares can receive a networking fee, in addition to the subscription charge, according to the distribution agreement(s) entered into with the company.

The company bears the fees and expenses of its auditors.

The company bears its operational costs (which are defined in sub-paragraph B.e) under ‘Determination of the Net Asset Value of Shares‘), including costs of buying and selling underlying securities, governmental charges, legal fees, interest, promotional, printing, reporting and publishing expenses, postage, telephone and telex. All expenses are accrued daily and are reflected in the price of shares.

The costs and expenses of the formation and listing of the company amounted to approximately Euro 87,000 and were borne by the company and amortised over five years. Current expenses will be charged first against income and, as to any excess, against capital.

When new funds are issued, each fund will bear a portion of the non-amortised initial formation and listing costs of the company in proportion to its net assets and will in addition bear its own formation and listing costs. All such costs will be amortised over a period not exceeding five years.

The investment manager has agreed to bear any normal operational charges and expenses (as defined below) above a percentage per annum of the average net asset value of each fund or share class, as detailed in the table hereunder, on the basis that such excess costs may be recouped by the investment manager from the relevant fund or share class at such time as the operational charges and expenses of the fund/share class fall below such percentage per annum of its net asset value.

For the avoidance of doubt, normal operational charges and expenses include amortisation of the setup costs, administration costs, registration fees, directors fees, statutory fees, custody costs, management fees, advertising and publishing costs, audit and legal fees, report printing costs, postage, listing costs and paying agent costs.

The investment management fee percentage and the maximum percentage of expenses charged to the funds or share classes are as follows:

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Name of fund and share class

Percentage of investment management fee

Maximum percentage of expenses to be charged

Legg Mason Martin Currie GF Greater China Fund (all share classes except B share classes)

Legg Mason Martin Currie GF Asia Pacific Fund (all share classes except B share classes)

Legg Mason Martin Currie GF Global Resources Fund (all share classes except B share classes)

Legg Mason Martin Currie GF Japan Fund (all share classes except B share classes)

Legg Mason Martin Currie GF North American Fund (all share classes except B share classes)

1.5% 2%

Legg Mason Martin Currie GF Greater China Fund (Sterling B, US dollar B and Euro B share classes)

Legg Mason Martin Currie GF Asia Pacific Fund (Sterling B, US dollar B and Euro B share classes)

Legg Mason Martin Currie GF Global Resources Fund (Sterling B, US dollar B and Euro B share classes)

Legg Mason Martin Currie GF Japan Fund (Sterling B, US dollar B and Euro B share classes)

Legg Mason Martin Currie GF North American Fund (Sterling B, US dollar B and Euro B share classes)

0.75% 2%

Legg Mason Martin Currie GF Japan Absolute Alpha Fund (US dollar R, Sterling R, Euro R and Yen R Classes)

Legg Mason Martin Currie GF European Absolute Alpha Fund (US dollar R, Sterling R, Swedish krona R, Norwegian krone R and Euro R Classes)

2% (exclusive of performance fee, see below)

2.5% (exclusive of performance fee, see

below)

Legg Mason Martin Currie GF Japan Absolute Alpha Fund (US dollar, Sterling and Euro Classes)


(US dollar, Sterling, Swedish krona, Norwegian krone and Euro Classes)

1.5% (exclusive of performance fee, see below)

2% (exclusive of performance fee, see

below)

Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund (US dollar, Sterling and Euro Classes)

1% 1.5%

Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund (US Dollar D Class)

1.5% 2%

In addition, performance fees (the "Performance Fees") shall be calculated and payable to the investment manager in the following funds:



For calculating the Performance Fees a High Water Mark (the "HWM") principle shall apply. The HWM principle allows the company to charge Performance Fees only if the current NAV is greater than the previously achieved NAV. For the purpose of fair comparison, the current NAV is net of subscriptions and redemptions since the previously achieved NAV. The Performance Fees shall be constituted of a participation rate of 20% of the performance/income exceeding such HWM.

Each day the NAV exceeds the previous HWM the net investment gain is calculated and the participation rate applied to this sum. This value represents the Performance Fees accrued for that day. This figure could be negative and would then be applied to the sum of accruals for the period. The quantum of accruals, however, cannot be less than zero at the end of the accrual period on which the Performance Fees are crystallised. The period of crystallisation of the Performance Fees will be each quarter end. In addition, if a shareholder redeems all or part of its shares before the end of the period of crystallization, any accrued Performance Fees with respect to such redeemed shares will crystallize on that valuation day and will then become payable to the Investment Manager. The Performance Fees are payable at the end of each calendar quarter, i.e., 31 March, 30 June, 30 September and 31 December. Shareholders may request an estimate of their fees, to the extent it is possible to calculate in advance, by sending their request to the Investment Manager at the following address:

Martin Currie Investment Management Limited Saltire Court 20 Castle Terrace Edinburgh

Any costs related to this request shall be borne by the relevant Shareholder.

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DIVIDEND POLICY

The directors will recommend to each annual general meeting of shareholders the level of distribution they consider appropriate for each fund. This will be paid out of investment income. It is intended that each fund will apply for 'reporting fund' status in the United Kingdom (see 'Taxation, United Kingdom'), which requires each fund to report its income to shareholders. Shareholders will be taxed on their share of reportable income, regardless of whether such income is distributed in practice.

Dividends declared by the company will be paid out by bank transfer to the account of the shareholder detailed in the register of shareholders.

Shareholders may also choose to have their dividends re-invested in the relevant fund at the prevailing net asset value adjusted (as the case may be) as set out under "Determination of the Net Asset Value of Shares" without a subscription charge. Any single dividend amount of less than US$ 250 (or its equivalent) will be re-invested automatically, but this condition may be waived at the discretion of the Board.

Dividends not claimed within five years from their due date will lapse and revert to the relevant fund.

INVESTMENT RESTRICTIONS

The following definitions will apply for the purpose of the investment restrictions set forth hereafter: CSSF The Commission de Surveillance du Secteur Financier

EU European Union

FATF State such country (as shall be reviewed and) deemed from time to time by the FATF to comply with the FATF regulations and criteria necessary to become a member country of FATF and to have acceptable standards of anti-money laundering legislation

FATF Financial Action Task Force (on Money Laundering)

money market instruments shall mean money market instruments within the meaning of the EU Council Directive 2009/65/EC (the 'Directive 2009/65/EC') on the Coordination of Laws, Regulations and Administrative Provisions relating to Undertakings for Collective Investment in Transferable Securities (UCITS), as amended, and within the meaning of the EU Commission Directive 2007/16/EC implementing the EU Council Directive 85/611/EEC as regards the clarification of certain definitions (the 'Directive 2007/16/EC'), including in particular instruments normally dealt in on the money market which are liquid, and have a value which can be accurately determined at any time

OECD Organisation for Economic Co-operation and Development

regulated market a market within the meaning of Article 4 point 1 (14) of the Directive 2004/39/EC of the European Parliament and of the Council of 21 April 2004 on markets in financial instruments, as amended, and any other market in any state which is regulated, operates regularly and is recognised and open to the public

transferable securities shall mean transferable securities within the meaning of the Directive 2009/65/EC, as amended, and the Directive 2007/16/EC, including in particular: - shares and other securities equivalent to shares, - bonds and other forms of securitised debt, - any other negotiable securities which carry the right to acquire any such transferable securities by subscription or exchange, excluding techniques and instruments relating to transferable securities and money market instruments.

UCITS an Undertaking for Collective Investment in Transferable Securities within the meaning of the Directive 2009/65/EC, as amended

other UCI an Undertaking for Collective Investment which has as its sole object the collective investment in transferable securities and/or other liquid financial assets of capital raised from the public and which operates on the principle of risk spreading and the units/shares of which are at the request of holders repurchased or redeemed directly or indirectly out of those undertakings' assets provided that action taken to ensure that the stock exchange value of such units/shares does not significantly vary shall be regarded as equivalent to such repurchase or redemption.

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The articles of incorporation provide that the directors set the corporate and investment policy of the company and the investment restrictions applicable, from time to time, to the investments.

In that respect, the directors have decided that the following restrictions will apply to the investments of the company, as well as to the investments of each of the funds:

I. (1) The company may invest in:

a) transferable securities and money market instruments admitted to or dealt in on a regulated market;

b) recently issued transferable securities and money market instruments, provided that the terms of issue include an undertaking that application will be made for admission to official listing on a regulated market and such admission is secured within one year of the issue;

c) units of UCITS and/or other UCIs, whether situated in an EU Member State or not, provided that:

such other UCIs have been authorised under the laws of any Member State of the EU or under the laws of those countries which can provide that they are subject to supervision considered by the CSSF to be equivalent to that laid down in European Community Law and that cooperation between authorities is sufficiently ensured,

the level of protection for unitholders in such other UCIs is equivalent to that provided for unitholders in a UCITS, and in particular that the rules on assets segregation, borrowing, lending, and uncovered sales of transferable securities and money market instruments are equivalent to the requirements of Directive 2009/65/EC, as amended,

the business of such other UCIs is reported in half-yearly and annual reports to enable an assessment of the assets and liabilities, income and operations over the reporting period,

no more than 10% of the assets of the UCITS or of the other UCIs, whose acquisition is contemplated, can, according to their constitutional documents, in aggregate be invested in units of other UCITS or other UCIs;

d) deposits with credit institutions which are repayable on demand or have the right to be withdrawn, and maturing in no more that 12 months, provided that the credit institution has its registered office in a country which is an OECD member state and a FATF State;

e) financial derivative instruments, including equivalent cash-settled instruments, dealt in on a regulated market and/or financial derivative instruments dealt in over-the-counter ("OTC derivatives"), provided that:

the underlying consists of instruments covered by this section (I) (1), financial indices, interest rates, foreign exchange rates or currencies, in which the fund may invest according to its investment objective;

the counterparties to OTC derivative transactions are institutions subject to prudential supervision, and belonging to the categories approved by the Luxembourg supervisory authority;

the OTC derivatives are subject to reliable and verifiable valuation on a daily basis and can be sold, liquidated or closed by an offsetting transaction at any time at their fair value at the company's initiative;

and/or

f) money market instruments other than those dealt in on a regulated market, if the issue or the issuer of such instruments are themselves regulated for the purpose of protecting investors and savings, and provided that such instruments are:

issued or guaranteed by a central, regional or local authority or by a central bank of an EU Member State, the European Central Bank, the EU or the European Investment Bank, a non-EU Member State or, in case of a Federal State, by one of the members making up the federation, or by a public international body to which one or more EU Member States belong, or

issued by an undertaking any securities of which are dealt in on regulated markets, or

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issued or guaranteed by a credit institution which has its registered office in a country which is an OECD member state and a FATF State, or

issued by other bodies belonging to the categories approved by the CSSF provided that investments in such instruments are subject to investor protection equivalent to that laid down in the first, the second or the third indent and provided that the issuer is a company whose capital and reserves amount to at least ten million euro (Euro 10,000,000) and which presents and publishes its annual accounts in accordance with the fourth directive 78/660/EEC, is an entity which, within a group of companies which includes one or several listed companies, is dedicated to the financing of the group or is an entity which is dedicated to the financing of securitisation vehicles which benefit from a banking liquidity line.

(2) In addition, the company may invest a maximum of 10% of the net assets of any fund in transferable securities and money market instruments other than those referred to under (1) above.

II. The company may hold ancillary liquid assets.

III. a) (i) The company will invest no more than 10% of the net assets of any fund in transferable securities or money market instruments issued by the same issuing body.

(ii) The company may not invest more than 20% of the net assets of any fund in deposits made with the same body. The risk exposure of a fund to a counterparty in OTC derivative and/or EPM transaction may in aggregate not exceed 10% of its net assets when the counterparty is a credit institution referred to in I. d) above or 5% of its net assets in other cases.

b) Moreover, where the company holds on behalf of a fund investments in transferable securities and money market instruments of issuing bodies which individually exceed 5% of the net assets of such fund, the total of all such investments must not account for more than 40% of the total net assets of such fund.

This limitation does not apply to deposits and OTC derivative transactions made with financial institutions subject to prudential supervision.

Notwithstanding the individual limits laid down in paragraph a), the company may not combine for each fund:

investments in transferable securities or money market instruments issued by a single body;

deposits made with the same body and/or;

exposure arising from OTC derivative and/or EPM transactions undertaken with the same body

in excess of 20% of its net assets.

c) The limit of 10% laid down in sub-paragraph a) (i) above is increased to a maximum of 35% in respect of transferable securities or money market instruments which are issued or guaranteed by an EU Member State, its local authorities, or by a non-EU Member State or by public international bodies of which one or more EU Member States are members.

d) The limit of 10% laid down in sub-paragraph a) (i) is increased to 25% for certain bonds when they are issued by a credit institution which has its registered office in a Member State of the EU and is subject by law, to special public supervision designed to protect bondholders. In particular, sums deriving from the issue of these bonds must be invested in conformity with the law in assets which, during the whole period of validity of the bonds, are capable of covering claims attaching to the bonds and which, in case of bankruptcy of the issuer, would be used on a priority basis for the repayment of principal and payment of the accrued interest.

If a fund invests more than 5% of its net assets in the bonds referred to in this sub-paragraph and issued by one issuer, the total value of such investments may not exceed 80% of the net assets of the fund.

e) The transferable securities and money market instruments referred to in paragraphs c) and d) shall not be included in the calculation of the limit of 40% in paragraph b).

The limits set out in paragraphs a), b), c) and d) may not be aggregated and, accordingly, investments in transferable securities or money market instruments issued by the same issuing body, in deposits or in derivative instruments effected with the same issuing body may not, in any event, exceed a total of 35% of any fund's net assets;

Companies which are part of the same group for the purposes of the establishment of consolidated accounts, as defined in accordance with directive 83/349/EEC or in accordance with recognised international accounting rules, are regarded as a single body for the purpose of calculating the limits contained in this paragraph III).

27

The company may cumulatively invest up to 20% of the net assets of a fund in transferable securities and money market instruments within the same group.

f) Notwithstanding the above provisions, the company is authorised to invest up to 100% of the net assets of any fund, in accordance with the principle of risk spreading, in transferable securities and money market instruments issued or guaranteed by a Member State of the EU, by its local authorities or agencies, or by another member State of the OECD or by public international bodies of which one or more Member States of the EU are members, provided that such fund must hold securities from at least six different issues and securities from one issue do not account for more than 30% of the net assets of such fund.

IV. a) Without prejudice to the limits laid down in paragraph V., the limits provided in paragraph III. are raised to a maximum of 20% for investments in shares and/or bonds issued by the same issuing body if the aim of the investment policy of a fund is to replicate the composition of a certain stock or bond index which is sufficiently diversified, represents an adequate benchmark for the market to which it refers, is published in an appropriate manner and disclosed in the relevant fund's investment policy.

b) The limit laid down in paragraph a) is raised to 35% where this proves to be justified by exceptional market conditions, in particular on regulated markets where certain transferable securities or money market instruments are highly dominant. The investment up to this limit is only permitted for a single issuer.

V. a) The company may not acquire shares carrying voting rights which should enable it to exercise significant influence over the management of an issuing body.

b) The company may acquire no more than:

10% of the non-voting shares of the same issuer;

10% of the debt securities of the same issuer;

10% of the money market instruments of the same issuer.

c) These limits under second and third indents may be disregarded at the time of acquisition, if at that time the gross amount of debt securities or of the money market instruments or the net amount of the instruments in issue cannot be calculated.

The provisions of paragraph V. shall not be applicable to transferable securities and money market instruments issued or guaranteed by a Member State of the EU or its local authorities or by a non-EU Member State, or issued by public international bodies of which one or more Member States of the EU are members.

These provisions are also waived as regards shares held by the company in the capital of a company incorporated in a non-Member State of the EU which invests its assets mainly in the securities of issuing bodies having their registered office in that State, where under the legislation of that State, such a holding represents the only way in which the company can invest in the securities of issuing bodies of that State provided that the investment policy of the company from the non-Member State of the EU complies with the limits laid down in paragraph III., V. and VI. a), b), and c).

VI. a) The company may acquire units of the UCITS and/or other UCIs referred to in paragraph I) (1) c), provided that no more than 10% of a fund's net assets be invested in the units of UCITS or other UCIs or in one single such UCITS or other UCI.

b) The underlying investments held by the UCITS or other UCIs in which the company invests do not have to be considered for the purpose of the investment restrictions set forth under III. above.

c) When a fund invests in the units of other UCITS and/or other UCIs that are managed, directly or by delegation, by the same investment manager or by any other company with which the investment manager is linked by common management or control, or by a substantial direct or indirect holding (regarded as more than 10% of the voting rights or share capital), no subscription or redemption or management fees may be charged to the company on the account of its investment in the units of such other UCITS and/or UCIs

If any fund's investments in UCITS and other UCIs constitute a substantial proportion of that fund's assets, the total management fee (excluding any performance fee, if any) charged both to such fund itself and the UCITS and/or other UCIs concerned shall not exceed 5% of the relevant assets. The company will indicate in its annual report the total management fees charged both to the relevant fund and to the UCITS and other UCIs in which such fund has invested during the relevant period.

d) The company may acquire no more than 25% of the units of the same UCITS or other UCI. This limit may be disregarded at the time of acquisition if at that time the gross amount of the units in issue cannot be

28

calculated. In case of a UCITS or other UCI with multiple compartments, this restriction is applicable by reference to all units issued by the UCITS or other UCI concerned, all compartments combined.

VII. The company shall ensure for each fund that the global exposure relating to derivative instruments does not exceed the net assets of the relevant fund.

The exposure is calculated taking into account the current value of the underlying assets, the counterparty risk, foreseeable market movements and the time available to liquidate the positions. This shall also apply to the following subparagraphs.

If the company invests in financial derivative instruments, the exposure to the underlying assets may not exceed in aggregate the investment limits laid down in paragraph III above. When the company invests in index-based financial derivative instruments, these investments do not have to be combined to the limits laid down in paragraph III.

When a transferable security or money market instrument embeds a derivative, the latter must be taken into account when complying with the requirements of this paragraph.

VIII. a) The company may not borrow for the account of any fund amounts in excess of 10% of the net assets of that fund, any such borrowings to be from banks and to be effected only on a temporary basis, provided that the company may acquire foreign currencies by means of back to back loans. Borrowed funds may not be used for investment purposes;

b) The company may not grant loans to or act as guarantor on behalf of third parties.

This restriction shall not prevent the company from (i) acquiring transferable securities, money market instruments or other financial instruments referred to in I. (1) c), e) and f) which are not fully paid, and (ii) performing permitted securities lending activities, that shall not be deemed to constitute the making of a loan.

c) The company may not carry out uncovered sales of transferable securities, money market instruments or other financial instruments.

d) The company may not acquire movable or immovable property.

e) The company may not acquire either precious metals or certificates representing them.

IX. a) The company needs not comply with the limits laid down under I. to VIII. above when exercising subscription rights attaching to transferable securities or money market instruments which form part of its assets. While ensuring observance of the principle of risk spreading, recently created funds may derogate from paragraphs III., IV. and VI. a), b) and c) for a period of six months following the date of their creation.

b) If the limits referred to in paragraph a) are exceeded for reasons beyond the control of the company or as a result of the exercise of subscription rights, it must adopt as a priority objective for its sales transactions the remedying of that situation, taking due account of the interest of its shareholders.

c) To the extent that an issuer is a legal entity with multiple compartments where the assets of the compartment are exclusively reserved to the investors in such compartment and to those creditors whose claim has arisen in connection with the creation, operation or liquidation of that compartment, each compartment is to be considered as a separate issuer for the purpose of the application of the risk spreading rules set out in paragraphs III., IV. and VI.

X. (1) The company may not use its assets to underwrite or sub-underwrite any securities, except to the extent that, in connection with the sale of portfolio securities, it may be deemed to be an underwriter under applicable securities laws.

(2) The company may use techniques and instruments relating to transferable securities under the conditions and within the limits laid down by law, regulation or administrative practice provided that these techniques or instruments are used for the purpose of efficient portfolio management.

Efficient portfolio management transactions may not include speculative transactions. These transactions must be economically appropriate (this implies that they are realized in a cost-effective way) and be entered into for one or more of the following specific aims:

1) the reduction of risk;

2) the reduction of cost; or

29

3) the generation of additional capital or income for the company with an acceptably low level of risk, taking into account its risk profile and the risk diversification rules laid down in Article 43 of the Law of 2010.

The relating risks of these transactions will be adequately captured by the company's risk management process.

In no case whatsoever must the recourse to transactions involving derivatives or other financial techniques and instruments cause the company to depart from the investment objectives as set out in this prospectus or add substantial supplementary risks in comparison to the company's general risk policy (as described in this prospectus).

(3) The company may in accordance with the provisions set forth in CSSF Circular 08/356 on rules applicable to undertakings for collective investment when they employ certain techniques and instruments relating to transferable securities and money market instruments, as amended (the 'Circular 08/356'), the CSSF circular 11/512 on the resentation of the main regulatory changes in risk management following the publication of CSSF Regulation 10-4 and ESMA clarifications (the 'Circular 11/512') and the provisions set forth in the European Securities and Markets Authority's Guidelines on ETFs and other UCITS issues dated 1 August 2014 (ESMA/2014/937) (the 'ESMA Guidelines') engage in securities lending transactions subject to the following conditions and restrictions:

a) the company may only participate in securities lending transactions within a standardised lending system organised by a recognised securities clearing institution or by a highly rated financial institution which specialises in that type of transaction;

b) the company must in principle receive collateral in cash and/or in the form of securities issued or guaranteed by member states of the OECD or by their local authorities or by supranational institutions and organisations with EU, regional or worldwide scope. This collateral must be blocked in favour of the company until termination of the lending contract. Its value must be at least equal to the value of the global valuation of the securities lent;

c) lending transactions may not be carried out on more than 50% of the aggregate market value of the securities in the portfolio of each fund. This limit is not applicable where the company has the right to terminate the contract at any time and obtain restitution of the securities lent; and

d) lending transactions may not extend beyond the period of 30 days.

(4) For the purpose of efficient portfolio management, the company, with respect to the assets of each fund, may engage in sale with a right of repurchase transactions and in reverse repurchase transactions/repurchase transactions subject to the provisions set forth in CSSF Circular 08/356 and in the ESMA Guidelines.

In particular, the company may engage in reverse repurchase transactions in accordance with section I (C) of Circular 08/356 and sections X and XII of the ESMA Guidelines. Provided that they comply with the investment policy and restrictions of the company and its respective funds, the securities which are the subject of the reverse repurchase transactions may consist of:

i. short-term bank certificates or money market instruments such as defined within Directive 2007/16/EC of

19 March 2007 implementing Council Directive 85/611/EEC on the coordination of laws, regulations and

administrative provisions relating to certain UCITS as regards the clarification of certain definitions;

ii. bonds issued or guaranteed by a Member State of the OECD or by their local public authorities or by

supranational institutions and undertakings with EU, regional or world-wide scope;

iii. shares or units issued by money market UCIs calculating a daily net asset value and being assigned a

rating of AAA or its equivalent;

iv. bonds issued by non-governmental issuers offering an adequate liquidity;

v. shares quoted or negotiated on a regulated market of a European Union Member State or on a stock

exchange of a Member State of the OECD, on the condition that these shares are included within a main

index.

(5) The revenues achieved from EPM transactions (including securities lending and reverse repurchase/repurchase transactions), net of operational costs, remain with the relevant fund to be re-invested accordingly. Direct and indirect operational costs may be deducted from the revenues delivered to the fund. Operational costs and fees from efficient portfolio management techniques:

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In accordance with the company's policy regarding the direct and indirect operational costs arising from efficient portfolio management techniques as set out in further detail in Appendix 2, the revenue arising from efficient portfolio management techniques, net of direct and indirect operational costs, shall be returned to the Company for the benefit of the sub-fund to be reinvested in accordance with that sub-fund's investment policy.

Direct and indirect operational costs that may be deducted from the revenues delivered to such sub-fund may cover stock lending fees, repurchase or reverse repurchase costs.

Indirect costs and fees may be paid to the counterpart(y/ies) with which the sub-fund contracts to apply efficient portfolio management techniques.

(6) Where the company enters into EPM transactions, collateral may be used to reduce counterparty risk exposure subject to the following conditions:

- Any collateral received other than cash must be highly liquid and traded on a regulated market or multilateral trading facility with transparent pricing in order that it can be sold quickly at a price that is close to pre-sale valuation. Collateral received must also comply with the provisions of Article 48 of the Law of 2010.

- Collateral received will be valued on at least a daily basis. Assets that exhibit high price volatility will not be accepted as collateral unless suitably conservative haircuts are in place.

- Collateral received must be of high quality.

- The collateral received by the company must be issued by an entity that is independent from the counterparty and is expected not to display a high correlation with the performance of the counterparty.

- Collateral must be sufficiently diversified in terms of country, markets and issuers. The criterion of sufficient diversification with respect to issuer concentration is considered to be respected if a fund receives from a counterparty of OTC derivative and/or EPM transactions a basket of collateral with a maximum exposure to a given issuer of 20% of its net asset value. When a fund is exposed to different counterparties, the different baskets of collateral must be aggregated to calculate the 20% limit of exposure to a single issuer. By derogation to the above, a fund may be fully collateralised in different transferable securities and money market instruments issued or guaranteed by a Member State, one or more of its local authorities, a third country, or a public international body to which one or more Member States belong. The fund should receive securities from at least six different issues, but securities from any single issue should not account for more than 30% of its net asset value. In case it is intended that a fund will be fully collateralised in securities issued or guaranteed by a Member State, this fact shall be disclosed in this Prospectus, along with an indication of the Member States, local authorities, or public international bodies issuing or guaranteeing securities which it may accept as collateral for more than 20% of its net asset value.

- Risks linked to the management of collateral, such as operational and legal risks, will be identified, managed and mitigated in accordance with the management company's risk management process concerning the fund.

- Where there is a title transfer, the collateral received must be held by the custodian. For other types of collateral arrangement, the collateral can be held by a third party custodian which is subject to prudential supervision, and which is unrelated to the provider of the collateral.

- Collateral received must be capable of being fully enforced by the company at any time without reference to or approval from the counterparty.

- Non-cash collateral received must not be sold, re-invested or pledged.

- Reinvestment of cash collateral involves risks associated with the type of investments made. Reinvestment of collateral may create a leverage effect which will be taken into account for the calculation of the company’s global exposure. Cash collateral received shall only be:

- placed on deposit with entities prescribed in Article 41 (1) (f) of the Law of 2010;

- invested in high-quality government bonds;

- used for the purpose of reverse repurchase transactions provided the transactions are with credit institutions subject to prudential supervision and the company is able to recall at any time the full amount of cash on accrued basis;

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- invested in short-term money market funds as defined in the ESMA Guidelines on a Common Definition of European Money Market Funds.

- re-invested in accordance with the diversification requirements applicable to non-cash collateral.

The company's exposure to a counterparty resulting from EPM and/or OTC derivative transactions shall be collateralised to at least 100%.

If the limits under this section 'INVESTMENT RESTRICTIONS' are exceeded for reasons beyond the control of the company or as a result of the exercise of subscription rights, the company must adopt as a priority objective for its sales transactions the remedying of that situation, taking due account of the interests of its shareholders. Except by the purchase of debt securities or instruments, the company may not grant loans or act as guarantor on behalf of third parties.

The company will not seek reinvestment of cash collateral.

Total return swaps are used at the individual equity security level to replicate the economic exposure gained from buying or selling the individual security directly. UBS is the only swap settlement counterparty for the Legg Mason Martin Currie GF Japan Absolute Alpha Fund and the Legg Mason Martin Currie GF European Absolute Alpha Fund. In respect of risk of counterparty default and effect on investors' returns, the sub-funds would have general creditor exposure (i.e. cash) for the PnL (Profits & Losses) element of any swap position. The counterparty has no discretion or powers over the composition or management of the company's investment portfolio. In the event where the counterparty were to experience financial or economic difficulties or were to default on its obligations, this may have an adverse impact on the performance of the relevant Fund causing loss to investors.

RISK MANAGEMENT PROCEDURES

The company will employ a risk-management process which enables it with the investment manager to monitor and measure at any time the risk of the positions and their contribution to the overall risk profile of each fund. The company or the investment manager will employ, if applicable, a process for accurate and independent assessment of the value of any OTC derivative instruments.

The investment manager operates a risk management process to measure, monitor and manage on an ongoing basis all risks associated with using financial derivative instruments as part of the investment management of each fund. The risk management process is designed to ensure that all financial derivative instruments use is appropriate and that each fund is sufficiently protected from adverse events related to the use of financial derivative instruments. The use of financial derivative instruments in each fund is subject to the following guiding principles:

their use is consistent with the investment strategy, objectives and constraints of the fund as laid down in the relevant fund documentation;

their application does not conflict with statutory regulation;

they are not used to acquire gearing, unless specifically permitted by the investment strategy of the fund;

risk exposures are quantifiable;

independent pricing is available for all financial derivative instruments on an appropriate timely basis;

financial cover is always in place to meet any expected obligations;

proper consideration is given to the impact on fund liquidity and adherence to internal liquidity guidelines;

there are adequately trained staff and proper systems throughout the company to support their usage.

HEDGING TECHNIQUES

Taking into account the above investment restrictions, in order to protect its assets the company may engage in forward currency exchange and financial futures and option transactions. It may carry out forward exchange transactions and other hedging operations for the purpose of hedging against fluctuations in foreign exchange rates. In particular, the company will generally expect to enter into index futures transactions for the equity portion of the funds and in transactions involving interest rate futures or bond futures for the bond portion of its funds.

The following financial derivative instruments may be used by the investment manager: exchange traded index futures, exchange traded single equity futures, exchange traded single equity options, exchange traded Equity Index Option, over the counter single equity options, over the counter equity index options, over the counter single equity swaps, over the counter equity index and equity basket swaps, single equity access products (e.g. P-Notes), covered equity warrants, geared equity warrants, convertible bonds, forward currency hedging.

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MANAGEMENT AND ADMINISTRATION

Board of directors of the company

The company is managed by its board of directors. It is responsible for the management of the company, its administration and the investment policy of each fund. In particular, the directors of the company are responsible for the overall supervision of the management company.

Management company

Pursuant to an agreement dated 27 June 2013 (the 'SICAV management company agreement'), the company has appointed, as of 1 July 2013, Kinetic Partners (Luxembourg) Management Company S.à r.l. (hereafter “Kinetic Partners”), a limited liability company (société à responsabilité limitée) incorporated under the laws of Luxembourg, registered under number B 112.519, and having its registered office at 65, rue d’Eich, L-1461 Luxembourg (the 'management company'), as its designated management company in accordance with the Law of 2010.

Kinetic Partners started operating as a UCITS third party Management Company in Luxembourg in 2012, offering a broad range of services: risk management, compliance monitoring, fund governance, substance solutions, supervision of delegated activities. Kinetic Partners is incorporated for an unlimited duration and has a subscribed capital of five hundred thousand Euros (EUR 500,000.-).

Management Company Conducting Officers:

Alan PICONE Managing Director, Luxembourg services

Expertise: Investment Management and Risk management for investment funds

Professional qualification: Engineer graduated from the Ecole Polytechnique (France), PhD in theoretical physics).

Alan holds a dual role of Managing Director and Member at Kinetic Partners. In his role as Managing Director, Alan drives strategy, practice development and business expansion of Kinetic Partners Luxembourg Management Company, thereby providing UCITS and AIFMD regulatory compliant solutions in the form of Luxembourg-domiciled hub operating platform. In his role as Partner, Alan strives to add value all along the advisory services value chain, leveraging in particular on his broad-range expertise in risk and asset management.

Prior to Kinetic Partners, Alan held different leadership responsibilities. He started his career in 2004 as a Portfolio Manager for a major Swiss Bank, where he was in charge of building the investment strategy and managing a range of quantitative, algorithmic-driven, funds. Subsequently, he was entrusted the role of Head of Credit Risk for a Scandinavian Bank, being involved in all dimensions of credit activities and serving as a Deputy Managing Director. Alan’s eagerness at consulting and advising on various domains were echoed in his work experience with Deloitte, which he joined in 2009 to work as a Director in charge of the development and implementation of the advisory value proposition in Financial Risk Management.

Nicolas MULLER Director, Luxembourg services

Expertise: depositary bank, fund administration and registrar agent operations for investment funds, regulatory and directorship.

Nicolas has over 13 years of experience within the Luxembourg financial sector. He delivered solutions to management companies, asset managers, corporates and family offices, running both regulated and alternative structures.

Prior to joining Kinetic, Nicolas was with Société Générale Securities Services, the Luxembourg Regulator (CSSF) and UBS Fund Services (Luxembourg).

Nicolas holds a Bachelor in Law and a Master in Business and Tax Law from the University of Strasbourg, France.

Giulio SENATORE Director, Luxembourg services

Expertise: Investment Management, Risk Management and Compliance of investment funds.

Giulio, CFA charterholder, has 11 years of experience within the asset management industry through investment and risk management roles.

He started his career at Sanpaolo IMI Bank, New York branch as credit analyst, then he worked as equity portfolio manager at Eurizon Capital in Milan; since 2008 he has been living and working in Luxembourg as Fund of Funds Manager for ING Investment

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Management, where he was responsible for the quantitative, qualitative analyses and selection process across a varied range of funds; since 2011 he has been setting up and leading the Risk Management process as Head of Risk and then Conducting Officer for a start-up Management Company, Fondaco Lux.

Giulio has an international academic background: he holds a Degree in Finance from Bocconi University in Milan and a semester Erasmus experience at the Rotterdam University in The Netherlands..

As at the date of 1 July 2013, the management company has already been appointed to act as a management company for other funds and can be appointed in the future to act as a management company for additional other funds. As at the date of this prospectus, the board of directors of the management company consists of those persons, whose names appear in the beginning of this prospectus.

Pursuant to the management company agreement, the management company has in particular the following duties in respect of the company:

portfolio management of the funds;

central administration, including the calculation of the NAV, the subscription, registration, conversion and redemption of shares, and the general administration of the company;

compliance and risk management in respect of the funds; and

distribution and marketing of the shares.

As outlined below, the management company has delegated some of these duties to investment managers and other appropriately qualified and experienced specialist delegates.

Investment manager

Under an agreement with an effective date of 1 July 2013 between the company, the management company and Martin Currie Investment Management Ltd (the ‘investment manager’), the investment manager has undertaken to be responsible on a day to day basis for the investment management of all the funds of the company under the control and responsibility of the directors.

The investment manager was incorporated in Scotland in 1978 with limited liability under the provisions of the Companies Act 1985, as amended. It is authorised and regulated by The Financial Conduct Authority (25, The North Colonnade, Canary Wharf, London E14 5HS). It is a wholly owned subsidiary of Martin Currie Ltd and has an issued share capital of three hundred thousand ordinary shares of £1 each (£300,000), all of which is fully paid. Investment management is the investment manager’s primary business.

The agreement between the company, its appointed management company and the investment manager is for an indefinite duration. It may be terminated at any time by any party on 6 months’ prior notice and with immediate effect by the Management Company if considered necessary in the interest of the shareholders of the Company. The fee payable to the investment manager by the company is given under "Charges and expenses".

The investment manager is hereby authorised to sub-delegate at its own expense and under its own responsibility any or all of its duties hereunder to a sub-investment manager, in compliance with Luxembourg law and regulations.

Sub-investment manager

Under an agreement with an effective date of 13 January 2014 between Martin Currie Asia Pte. Limited (the "sub-investment manager") and Martin Currie Investment Management Ltd (the ‘investment manager’), the sub-investment manager has undertaken to assist the investment manager in providing investment management, investment research, trade execution and other advisory services in relation to Legg Mason Martin Currie GF Asia Pacific Fund and Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund.

The sub-investment manager was incorporated in Singapore in 2012 as a private company limited by shares under the provisions of the Companies Act (Cap 50), as amended. It is authorised and regulated by the Monetary Authority of Singapore (MAS) (10 Shenton Way MAS Building Singapore 079117, Singapore). It is a wholly owned subsidiary of Martin Currie Ltd.

Custodian, administrator, Paying Agent and Registrar

By virtue of an agreement dated 1 July 2013, State Street Bank Luxembourg S.A. has been appointed as custodian of all of the company’s assets, comprising securities, money market instruments, cash and other assets. It may entrust under its full responsibility the physical custody of securities and other assets, mainly securities traded abroad, listed on a foreign stock market or accepted by clearing institutions for their transactions, to such institutions or to one or more of its banking correspondents.

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State Street Bank Luxembourg S.A. was incorporated in Luxembourg as a société anonyme on 19 January 1990 and has its registered office at 49, avenue J.F. Kennedy, L-1855 Luxembourg. Its share capital amounted to EUR 65,000,325 as of 31 December 2012.

As custodian, State Street Bank Luxembourg S.A. will have the duties set out in the Law of 2010 namely:

a) ensure that the sale, issue, repurchase and cancellation of shares effected by or on behalf of the company are carried out in accordance with the Law of 2010 and the Articles of Incorporation of the company;

b) ensure that in transactions involving the assets of the company, the consideration is remitted to it within the usual time limits;

c) ensure that the income of the company is applied in accordance with its Articles of Incorporation and the Law of 2010.

Under an agreement with an effective date of 1 July 2013 between the company, the management company and State Street Bank Luxembourg S.A., the management company has selected State Street Bank Luxembourg S.A. to act as administrative agent, registrar and transfer agent, and paying agent of the company.

As the administrative agent, State Street Bank Luxembourg S.A. is responsible for the general administrative functions required by Luxembourg law and for processing the issue, sale and switching of shares, the calculation of the net asset value of the shares in the company and the maintenance of accounting records.

As the paying agent, State Street Bank Luxembourg S.A. is responsible for assisting in the payment of dividends declared by the Company to its shareholders, based on such information and instructions and relying on such information and instructions as shall have been made available and given to State Street Bank Luxembourg S.A..

In its capacity as registrar, State Street Bank Luxembourg S.A. is responsible for the maintenance of the register of shareholders of the Company, the safekeeping and disposition of share certificates and for any services with regard to the dispatch of documents, e.g. statements, reports, notices to shareholders.

Distributor

By virtue of a delegation agreement dated 27 June 2013, Martin Currie Investment Management Limited (in this capacity the ‘global distributor’) has been appointed, as of 1 July 2013, by the management company as global distributor of the shares in the company directly or through agents appointed by it.

The distributor is described under ‘Investment manager’ above. For its services, the distributor shall be entitled to the subscription charge due on the issue of shares, if applicable. The distributor may rebate all or some of that charge to the agents active in the placing of shares. For the avoidance of doubt, where applicable, the agents active in the placing of shares shall be entitled to charge directly all or part of the subscription charge due on the issue of shares, if applicable, to the investors, with the distributor being entitled to the remaining part of the subscription charge, if any.

In addition to the subscription charge, the distributor or the agents active in the placing of shares shall be entitled to a networking fee, payable out of the assets of the company, in order inter alia to set up and maintain client investment accounts, provide recordkeeping and related services. If charged, such networking fee can be of a maximum amount of USD 25.- per client investment account.

The distributor is hereby authorised to sub-delegate at its own expense and under its own responsibility any or all of its duties hereunder in relation to the marketing, distribution or promotion of shares of the company to any qualified securities dealer and other financial institution of its choice, in compliance with Luxembourg law and regulations.

TAXATION

EU tax considerations for individuals resident and certain types of entities established in the EU or in certain third countries or dependent or associated territories

i) General Rules

The Council of the EU has adopted on 3 June 2003 Council Directive 2003/48/EC on the taxation of savings income in the form of interest payments (the “EUSD”). Under the EUSD, Member States of the EU are required to provide the tax authorities of another EU Member State with information on payments of cross-border interest payments or other similar income paid by a paying agent (as defined by the EUSD) within its jurisdiction to an individual resident or certain types of entities called "Residual Entities" (within the meaning of article 4.2 of the EUSD) established in that other EU Member State.

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Austria, Belgium1 and Luxembourg2 opted instead for a tax withholding system for a transitional period in relation to such payments whereby if the beneficial owner, within the meaning of the EUSD, does not comply with one of the two procedures for information reporting, the relevant EU Member State will levy a withholding tax on payments to such beneficial owner. The withholding tax system applies for a transitional period during which the rate of the withholding is of 35%. The transitional period is to terminate at the end of first full fiscal year following agreement by certain non-EU countries to the exchange of information relating to such payments.

Switzerland, Monaco, Liechtenstein, Andorra and San Marino and the Channel Islands, the Isle of Man and certain dependent or associated territories (Jersey, Guernsey, Isle of Man, Montserrat, British Virgin Islands, former Netherlands Antilles and Aruba), also introduced measures equivalent to information reporting or, during the above transitional period, withholding tax.

On 24 March 2014, the EU Council adopted the amended European Savings Directive 2014/48/EU (“Revised EUSD”) which significantly extended the scope of the current EUSD. The proposed amendments are, amongst others, the reinforcement of “look-through” rules regarding payments made to a broad range of entities, trusts, foundations and similar legal arrangements and the provision to extend the scope to all investment funds under supervision and to certain life insurance contracts. The Revised EUSD Directive should in theory be transposed by Member States into their national laws before 1 January 2016. However, it is expected that the EUSD and Revised EUSD will be abolished (after a phasing out period) pursuant to the political agreement on the Draft Directive (“Revised Administrative Cooperation Directive”) amending the existing Directive on Administrative Cooperation (“Administrative Cooperation Directive”).

On 14 October 2014, the European Council indeed agreed on a Draft Directive (i.e. Revised Administrative Cooperation Directive) amending the existing Directive 2011/16/EU (i.e. Administrative Cooperation Directive) by which automatic

exchange of information obligations based on the OECD Common Reporting Standard (“CRS”)3 will be integrated. As a result, the scope of mandatory exchange of information between EU tax administrations is expected to be extended. Based on the latest discussions held at the ECOFIN meeting, the Revised Administrative Cooperation Directive will apply

as from year 2016, meaning a first exchange of information taking place in 20174.

In the light of these recent developments, it is therefore likely that the last reporting under the EUSD will be due in 2016 regarding calendar year 2015, since the much broader CRS reporting will be due in 2017 regarding calendar year 2016. In addition, the European Commission is considering repealing the Revised EUSD which was expected to enter into force as from 1 January 2017.

ii) Application to a Luxembourg fund set up under Part I of the Law of 2010

Except in case of application of the EUSD Luxembourg generally does not levy any withholding tax on (i) interest paid by a Luxembourg fund set up under Part I of the Law of 2010 or (ii) dividend distributions made by a Luxembourg fund set up under Part I of the Law of 2010 or (iii) payments made upon redemption/refund/sales of its shares by a Luxembourg fund set up under Part I of the Law of 2010.

The EUSD was implemented in Luxembourg by the laws dated 21 June 2005, as amended (the “Law”).

Payment of dividends by a Luxembourg SICAV set up under Part I of the Law of 2010 ("SICAV") or payments upon redemption/refund/sale of the shares of such SICAV (or any of its sub-funds) can potentially be characterised as interest payments and fall within the scope of the EUSD if the beneficial owner is and individual resident or a "Residual Entity" (within the meaning of the EUSD) established in a EU Member State other than Luxembourg or certain of the above mentioned dependent or associated territories. Payments arising from the shares of such SICAV (or any of its sub-funds) falling within the scope of the EU Savings Directive would be subject to withholding tax at the current rate of 35% unless the investor opts for one of the disclosure of information systems provided by the EUSD.

The impact of the EUSD on income from distributions and redemptions/refund/sale arising from shares in such a SICAV (or any of its sub-funds) will depend on two basic principles: (i) the asset test and (ii) the look-through principle.

1 By Royal Decree dated 27 September 2009 and published in the Belgian Official Gazette on 10 October 2009, the Belgian State

elected to abandon the transitional tax withholding system and provide information in accordance with the Directive as from 1 January 2010.

2 On 18 March 2014, the Luxembourg Ministry of Finance submitted a Draft bill of law No. 6668 (amending the laws of 21 June 2005) to the Luxembourg Parliament by which Luxembourg agreed to switch to automatic exchange of information as from 1 January 2015. The Bill was voted on 5 November 2014 and passed into law on 25 November 2014.

3 The OECD CRS’ Competent Authority Agreements (i.e. the templates of bilateral Convention released by the OECD to implement the CRS) is based on intergovernmental agreements transposing FATCA reporting obligations and will allow governments to obtain detailed account information from financial institutions and exchange that information automatically with other jurisdictions on an annual basis.

4 Austria will likely benefit from an additional year to apply the new rules (first year in 2017 and first reporting in 2018)

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A. Asset test:

a. If such SICAV (or sub-fund) invests, directly or indirectly, 15% or less of its assets in debt claims: distributions and payments on redemption/refund/sale arising from its shares are out of the scope of the EU Savings Directive (de minimis rule),

b. If such SICAV (or sub-fund) invests, directly or indirectly, more than 15%, but not more than 25% of its assets in debt claims: distributions fall under the scope of the EU Savings Directive (but not the redemption/refund/sale of shares or shares),

c. If such SICAV (or sub-fund) invests, directly or indirectly, more than 25% of its assets in debts claims: distributions and payments on redemption/refund/sale fall within the scope of the EU Savings Directive.

When such a SICAV (or sub-fund) invests in another fund, the above asset test is done at the level of the latter to determine if the investment of such SICAV (or sub-fund) in such target fund falls within the scope of the EUSD.

B. Look-through principle:

a. The principle is that, when a given Luxembourg SICAV set up under Part I of the Law of 2010 or any of its sub-funds (or a target fund) falls within the scope of the EUSD according to the asset test (see above), the withholding tax should be levied on the portion of the distribution or payment from the redemption/sale/refund deriving from the accumulated interest received by such SICAV (or sub-fund).

b. The ALFI (Association of the Luxembourg Fund Industry or Association Luxembourgeoise des Fonds d'Investissement) advises that each SICAV falling within the scope of the EU Savings Directive (or each sub-fund in case of SICAV with multiple sub-funds) determines the level of taxable income for each share/unit (concept of "taxable income per share-unit") on the basis of the portion of interest received by the SICAV (or the sub-fund) in order to compute the basis for the withholding tax to be levied on each distribution or profit on redemption/sale/refund.

c. When a paying agent has no information concerning the proportion of the income which derives from interest payments, the total amount

The SICAV (or sub-fund) falling within the EUSD pursuant to the above tests will hereafter be referred as the “Affected Funds”.

Consequently, until 31 December 2014, if in relation to an Affected Fund a Luxembourg paying agent makes a payment of dividends or redemption proceeds directly to a shareholder who is an individual resident (or deemed resident) or a "Residual Entity" (within the meaning of the EUSD) established for tax purposes in another EU Member State or certain of the above mentioned dependent or associated territories, such payment will, subject to the next paragraph below, be subject to withholding tax at the rate indicated above.

No withholding tax will be withheld by the Luxembourg paying agent if the relevant individual either (i) has expressly authorised the paying agent to report information to the tax authorities in accordance with the provisions of the Law or (ii) has provided the paying agent with a certificate drawn up in the format required by the Law by the competent authorities of his State of residence for tax purposes.

Luxembourg however decided to switch to automatic exchange of information as from 1 January 2015 (Bill of Law voted on 5 November 2014 and passed into Law on 25 November 2014). The above mentioned cross-border payment of interest or similar income (including dividends and redemptions by investment funds) to an individual resident or certain types of entities called "Residual Entities" (within the meaning of the EUSD) resident in another EU Member State (or in certain dependent or associated territories having opted for reciprocity) will therefore be subject to automatic exchange of information as from that date. The alternative procedures of certificate or authorization for exchange of information are therefore abolished.

The company reserves the right to reject any application for shares if the information provided by any prospective investor does not meet the standards required by the Law as a result of the EUSD or other exchange of information regime applicable in Luxembourg.

The foregoing is only a summary of the potential implications of the EUSD, the Revised EUSD, the Revised Administrative Cooperation Directive and the Law which is based on the current interpretation thereof and does not purport to be complete in all respects. It does not constitute investment or tax advice and investors should therefore seek advice from their financial or tax adviser on the full implications for themselves of the above mentioned Directives and the Law.

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Luxembourg

The following is a short summary of certain important Luxembourg taxation principles that may be or become relevant with respect to the company.

It does not purport to be a complete summary of tax law and practice currently applicable in Luxembourg and does not contain any statement with respect to the tax treatment of an investment in the company in any other jurisdiction.

Furthermore, it does not address the taxation of the company in any other jurisdiction or the taxation of any legal entity, partnership or undertakings for collective investment without legal personality in which the company holds an interest.

Shareholders and prospective investors are advised to consult their own professional tax advisers concerning possible taxation or other consequences of purchasing, holding, redeeming, converting, selling exchanging or otherwise disposing of shares in the company under the laws of their country of incorporation, establishment, citizenship, residence, ordinary residence or domicile.

The following summary is based on laws, regulations and practice currently applicable in the Grand Duchy of Luxembourg at the date of this Prospectus and is subject to changes therein, possibly with retroactive effect.

i) The company Under current law and administrative practice, the company is not liable to any Luxembourg corporate income tax, municipal business tax and net worth tax. However, the company is liable in Luxembourg to a subscription tax ("taxe d'abonnement") of 0.05% per annum on its net asset value (“NAV”), such tax being payable quarterly on the basis of the NAV of the company at the end of each quarter. The rate of the subscription tax can be reduced to 0.01 % for sub-funds of a Luxembourg SICAV as well as for individual classes of shares issued within such SICAV or within a sub-fund of the latter provided that the shares of such sub-funds or classes of shares are reserved to institutional investors as defined by the Luxembourg supervisory authority. The value of assets represented by units and shares held in other undertakings for collective investments is however exempt from the subscription tax provided such units or shares have already been subject to this tax. Moreover, according to Article 175 of the Law of 2010, the Company (as well as its individual sub-funds) benefits from an annual tax exemption if (i) its securities are listed or dealt with on at least one stock exchange or other regulated market operating regularly and recognized and open to the public, and (ii) provided that its exclusive object is to replicate the performance of one or more indices. If several classes of securities exist within the company or its sub-fund, the exemption only applies to classes satisfying condition of (i). No tax will be charged on the value of the company’s investments in other Luxembourg undertakings for collective investment. No stamp duty or other tax will be payable in Luxembourg on the issue of shares in the company. Since 1 January 2009 a Luxembourg SICAV is liable for a flat registration duty of EUR 75 to be paid upon incorporation and upon future modification (if any) of its articles of association.

No capital gains tax is payable in Luxembourg on the realised or unrealised capital appreciation of the assets of the company.

Capital gains, dividends and interest on securities issued in other countries may be subject to withholding or capital gains taxes imposed by these countries.

ii) Shareholders

Subject to the provisions of the Law, shareholders of the company are not subject to any capital gains, income, withholding, gift, estate, inheritance or other taxes in Luxembourg (except for shareholders domiciled, resident, or having a permanent establishment in Luxembourg).

United Kingdom

i) The company

It is the intention of the directors, in so far as they are able, to conduct the affairs of the company so as to ensure that it does not become resident in the UK for UK tax purposes. On the basis that the company is not resident in the UK for tax purposes and that its activities do not amount to trading in the UK, it should not be subject to UK income tax or corporation tax on any income or other profits or gains of an income nature which it derives from sources outside the UK. Nor will it be within the scope of UK corporation tax on capital gains. The company may be liable to UK income tax or corporation tax on any income or other profits or gains of an income nature arising within the UK, unless an exemption or concession applies.

ii) Shareholders

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Taxes on income

Distributions of income made in respect of shares held by UK resident shareholders or by non-resident shareholders carrying on a trade in the UK may, whether or not re-invested, be subject to UK income tax or corporation tax.

In the case of UK resident shareholders, foreign dividends not carrying a tax credit are charged to tax at the applicable rates for the taxation of dividend income (for tax years 2014-15 and 2013-14):

Basic rate taxpayers Charged to income tax at the lower rate – currently 10%

Higher rate taxpayers Charged to income tax at the higher rate – currently 32.5%

Additional rate taxpayers Charged to income tax at the additional rate – currently 37.5%

Under the Income Tax (Trading and other Income Act) 2005, a non-repayable tax credit should be available to UK individuals in respect of dividends received from 'offshore funds'. It is anticipated that the company will be treated as an 'offshore fund' (see below).

Dividends received by UK resident corporate shareholders from the company should be within the scope of one of the exempt classes in Chapter 3 of Part 9A of the Corporation Tax Act 2009 and should therefore be exempt from corporation tax. UK resident corporate shareholders should note that they may be required to bring their shareholding into account under the loan relationships legislation pursuant to Chapter 3 of Part VI of the Corporation Tax Act 2009 (as amended) in the event that the relevant fund were to fail the "qualifying investments test". However, it is not anticipated that the funds should fail this test.

Taxes on capital gains

Subject to the offshore funds legislation and other provisions discussed below, shareholders who are resident in the UK and non-resident shareholders carrying on a trade in the UK through a branch or agency (if individuals) or through a permanent establishment (if corporations) may be subject to UK capital gains tax or corporation tax on chargeable gains accruing on the disposal or deemed disposal (including switching or sale) of their shares.

The offshore funds legislation has been amended with respect to disposals or deemed disposals made on or after 1 December 2009. The new legislation is contained in Part 8 of the Taxation International and Other Provisions Act 2010 ("TIOPA") and the Offshore Funds (Tax) Regulations 2009 (as amended) (the "offshore funds legislation"). The offshore funds legislation may subject shareholders, who are resident in the UK and non-resident shareholders carrying on a trade in the UK through a branch or agency or permanent establishment, to UK income tax or corporation tax on income (computed without the benefit of the indexation allowance) arising on the disposal or deemed disposal (including switching or sale) of an 'interest' in an offshore fund, unless the offshore fund is certified by HM Revenue and Customs ("HMRC") as a ‘reporting fund’ throughout the period during which the ‘interest’ is held. This certification is granted retrospectively for an accounting period of an offshore investment fund which applies for it successfully. ‘Reporting fund’ status is granted on an individual share class basis.

It is intended that the company will apply for 'reporting fund' status for each of the relevant share classes of the Fund. An up to date list of share classes of the Fund that have been granted reporting fund status can be found on the HMRC website at http://www.hmrc.gov.uk/cisc/offshore-funds.htm. One of the ongoing requirements for each share class to maintain its 'reporting fund' status is that the company reports its income to shareholders on a share class basis. Assuming the relevant share class obtains 'reporting fund' status, shareholders who are UK taxpayers will be taxable on actual distributions received from the company, such distributions to be treated as dividends paid by a non-UK resident company. Further, if reported income exceeds actual distributions made, such excess will be treated as an additional distribution and will be taxable accordingly. All shareholders who are UK taxpayers should therefore be aware that they will be subject to tax on their share of reportable income, regardless of whether such income is distributed in practice.

So long as the 'reporting fund' status is obtained and continuously maintained for the relevant share class, shareholders who are resident in the UK for taxation purposes will (unless they hold their 'interests' as trading assets, in which case different rules apply) be liable for UK capital gains tax or corporation tax on chargeable gains in respect of gains arising from the disposal or deemed disposal (including switching or sale) of their 'interests' in accordance with their own particular circumstances. No assurance can be given as to whether 'reporting fund' status will be obtained for share classes that have not already been granted ‘reporting fund’ status; if 'reporting fund' status is not obtained, such gains will be treated as income for tax purposes.

Provided that 'reporting fund' status is obtained, individual shareholders should be able to benefit from the annual exemption from tax on chargeable gains (GBP 11,000 for the tax year 2014-2015, GBP 10,900 for the tax year 2013-14) and utilise any capital losses incurred in that, or any earlier, tax year to reduce the amount of tax charged. Individual shareholders should note that there are two main rates of charge to capital gains tax for individuals, 18% and 28% for higher-rate taxpayers, with a third rate (of 10%) potentially available in respect of certain entrepreneurial gains.

UK resident corporate investors would be liable to corporation tax in respect of any chargeable gains.

http://www.hmrc.gov.uk/cisc/offshore-funds.htm

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Special interaction rules apply to prevent a charge to capital gains tax or corporation tax on chargeable gains arising on a gain to the extent that it is liable to income tax or corporation tax under the offshore funds legislation.

Where a disposal or deemed disposal (including switching or sale) occurs at a time when the company operates equalisation arrangements, shareholders should note that any part of the disposal proceeds comprising accrued income may be subject to UK income tax or corporation tax.

The remittance basis of taxation

Individual shareholders who are UK resident but not domiciled in the UK should note that the UK government, in its Finance Act 2008, enacted significant changes to the remittance basis of taxation with effect on and after 6 April 2008. Such shareholders should consult their own tax advisors on these changes.

The Statutory Residence Test

A Statutory Residence Test for individuals was introduced from 6 April 2013 to determine an individual’s residence status for UK tax purposes. This applies to individuals for UK income tax, capital gains tax and inheritance tax and supersedes all previous residence legislation, case law and guidance. Shareholders should satisfy themselves as the application of the Statutory Residence Test to their own particular circumstances by consulting their own tax advisors.

UK inheritance tax

A gift of shares or the death of a shareholder may give rise to a liability to UK inheritance tax. For these purposes, a transfer of assets at less than their full market value may be treated as a gift. Special rules apply to assets held in trusts and to gifts of assets where the donor retains an interest or reserves a benefit. However, an individual who is not domiciled in the UK, and is not deemed to be domiciled there under special rules relating to long residence or previous domicile in the UK, is not generally within the scope of inheritance tax with respect to assets situated outside the UK. Shares should constitute assets situated outside the UK. Shareholders should satisfy themselves as to the application of the UK inheritance tax rules to their own personal circumstances by consulting their own tax advisors.

Stamp duty and stamp duty reserve tax

No UK stamp duty will be payable on the issue of the shares or on the transfer of the shares, provided that any instrument of transfer is not executed in the UK. Provided that the shares are not registered on any register situated in the UK, no stamp duty reserve tax will be payable on the issue of the shares or on any agreement to transfer the shares.

General

The attention of shareholders within the charge to UK tax is drawn to sections 703-709 ICTA for corporation tax purposes, and Chapter 1, Part 13 of the Income Tax Act 2007 ("ITA") for income tax purposes. These contain provisions to cancel tax advantages from certain transactions in securities which may render such shareholders liable to taxation in respect of, inter alia, the purchase, sale or switching of shares or distributions of a capital nature in respect of them.

The attention of shareholders who are individuals resident in the UK is also drawn to the provisions of Chapter 2, Part 13 of ITA. These contain provisions to prevent avoidance of UK income tax by individuals through transactions resulting in income arising to persons (including companies) abroad and which may render these individuals liable to taxation of undistributed income and profits of the company.

Section 13 of the Taxation of Chargeable Gains Act 1992 applies to shareholders who are resident in the UK for taxation purposes and whose interest (when aggregated with persons connected with them) in the chargeable gains of the Company exceeds 25% (for 2012/13 and later years), in circumstances where the company would be treated as “close” if it were resident in the UK (broadly, if it were under the control of five or fewer persons). Where section 13 applies, then part of the chargeable gain accruing to the company could be attributed to such a shareholder. In certain circumstances, the shareholder may be liable to UK capital gains tax or corporation tax on chargeable gains (as the case may be) in respect of the gain accruing to the company, in proportion to that shareholder's interest in the company. However, current HMRC practice is not to apply section 13 to companies located in jurisdictions which have a double tax treaty with the UK which reserves taxing rights to the foreign jurisdiction in respect of gains located in it.

In certain circumstances, the provisions concerning controlled foreign companies included in Part 9A of TIOPA 2010 may subject a company resident in the UK to UK corporation tax on, or by reference to, the profits of a company resident outside the UK. This legislation will only be applicable to corporate shareholders who are resident in the UK and who hold alone, or with connected persons, an interest of at least 25% in the company. Under the controlled foreign company rules, part of any undistributed income accruing to the company may be attributed to such a shareholder, and may in certain circumstances be chargeable to UK corporation tax in the hands of the shareholder.

The above summary is only intended as a brief and general guide to the main aspects of current UK tax law and HMRC practice applicable to the holding and disposal of shares in the company. These may change in the future.

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It is not intended to provide specific advice and no action should be taken or omitted to be taken in reliance upon it. It is addressed to ordinary investors who are the absolute beneficial owners of shares held as investments and not, therefore, to special classes of shareholder such as financial institutions. Accordingly, its applicability will depend upon the particular circumstances of individual shareholders. The summary is not exhaustive and does not generally consider tax reliefs or exemptions. Any prospective shareholder who is in any doubt about his UK tax position in relation to the company should consult his UK professional adviser.

Investors should consult their professional advisers on the possible tax or other consequences of buying, holding, transferring, switching or selling any of the company’s shares under the laws of their countries of citizenship, residence and domicile.

FATCA

General

The Foreign Account Tax Compliance provisions of the Hiring Incentives to Restore Employment Act (commonly known as "FATCA") generally impose a new reporting regime and potentially a 30% withholding tax with respect to (i) certain US source income (including dividends and interest) and gross proceeds from the sale or other disposal of property that can produce US source interest or dividends ("Withholdable Payments") and (ii) a portion of certain non-US source payments from non-US entities that have entered into FFI Agreements (as defined below) to the extent attributable to Withholdable Payments ("Passthru Payments"). As a general matter, the new rules are designed to require US Persons’ direct and indirect ownership of non-US accounts and non-US entities to be reported to the Internal Revenue Service ("IRS"). The 30% withholding tax regime generally applies if there is a failure to provide required information regarding US ownership. As of 1 July 2014, the new withholding rules are being phased in.

Generally, the new rules will subject all Withholdable Payments and Passthru Payments received by a foreign financial institution (an "FFI") to 30% withholding tax (including the share that is allocable to non-US investors) unless the FFI enters into an agreement with the IRS (an "FFI Agreement") or complies with the terms of an applicable intergovernmental agreement (an "IGA"). Under an FFI Agreement or an applicable IGA, an FFI generally will be required to provide information, representations and waivers of non-US law to comply with the provisions of the new rules, including information regarding its direct and indirect US accountholders.

The governments of Luxembourg and the United States have entered into an IGA regarding FATCA (the "Luxembourg IGA"). Provided the company adheres to any applicable terms of the Luxembourg IGA, the company would not be subject to withholding or generally required to withhold amounts on payments it makes under FATCA. Additionally, the company will not have to enter into an FFI Agreement with the IRS and instead would be required to obtain information regarding accountholders and report such information to the Luxembourg government, which, in turn, would report such information to the IRS.

As described in more detail below, each shareholder will be required to provide the administrator or a delegate (including by way of updates), and validly consent to the disclosure of, certain information, representations, waivers and forms relating to it, its direct or indirect owners, account holders or controlling persons to allow the company to comply with its FATCA obligations.

In certain circumstances, in order to comply with FATCA, the company may (i) withhold any taxes required to be withheld pursuant to any applicable legislation, regulations, rules or agreements, (ii) compulsorily redeem a shareholder's shares or (iii) form and operate an investment vehicle organized in the United States that is treated as a “domestic partnership” for purposes of section 7701 of the Internal Revenue Code of 1986, as amended and transfer such shareholder's interest to such investment vehicle. Any tax caused by a shareholder's failure to comply with FATCA will be borne by such shareholder.

Each prospective investor should consult its own tax advisers regarding the requirements under FATCA with respect to its own situation.

FATCA information

Each shareholder agrees to provide the administrator a properly completed and duly executed IRS Form W-9, W-8BEN, W-8BENE, W-8EXP, W-8ECI, or W-8IMY (as each may be amended from time to time), as applicable, or successor forms thereto, together with any required supporting documentation and agree to update the administrator, and to provide the administrator a new IRS Form, within 30 days of a change in circumstances that makes any information provided on such IRS Form incorrect.

Each shareholder further agrees to furnish to the administrator, or any third party designated by the administrator (a "Designated Third Party"), in such form and at such time as is reasonably requested by the administrator or a Designated Third Party, any information, representations, waivers and forms relating to the shareholder (or the shareholder's direct or indirect owners or account holders or controlling persons) as shall reasonably be requested by the administrator or the Designated Third Party to assist it in obtaining any exemption from, reduction in or refund of any withholding or other taxes imposed by or owed to any taxing authority or other governmental agency (including withholding taxes imposed pursuant to FATCA, or any similar or successor legislation or intergovernmental agreement, or any agreement entered into pursuant to any such legislation or intergovernmental agreement) upon the company, amounts paid to the company, or amounts allocable or distributable by the company to shareholders. In the event that a shareholder fails to furnish such information, representations, waivers or forms to the administrator or the Designated Third Party, the administrator or the Designated Third Party shall have full authority to take any and all of the following actions: (i) withhold any taxes required to be withheld pursuant to any applicable legislation, regulations, rules or agreements, (ii) effect a compulsory redemption of the shareholder's shares and (iii) form and operate an investment

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vehicle organized in the United States that is treated as a "domestic partnership" for purposes of section 7701 of the US Internal Revenue Code of 1986, as amended, and the shareholder's shares to such investment vehicle. If requested by the administrator or the Designated Third Party, each shareholder shall execute any and all documents, opinions, instruments and certificates as the administrator or the Designated Third Party shall have reasonably requested to effectuate the foregoing. Each shareholder hereby grants to the administrator or the Designated Third Party a power of attorney, coupled with an interest, to execute any such documents, instruments or certificates on behalf of the shareholder, if the shareholder fails to do so.

Each shareholder acknowledges and agree that the administrator may disclose to a Designated Third Party, and that each of the administrator or a Designated Third Party may disclose information regarding the shareholder (including any information provided by the shareholder pursuant to the preceding paragraph) to any person to whom information is required or requested to be disclosed by any taxing authority or other governmental agency including, in each case, transfers to jurisdictions which do not have strict data protection or similar laws, to enable the company to comply with any applicable law or regulation or agreement with a governmental authority.

Each shareholder hereby waives all rights it may have under applicable bank secrecy, data protection and similar legislation that would otherwise prohibit any such disclosure and warrants that each person whose information the shareholder provides (or has provided) to the administrator or the Designated Third Party has been given such information, and has given such consent, as may be necessary to permit the collection, processing, disclosure, transfer and reporting of such information.

Each shareholder acknowledges and agrees that the administrator or the Designated Third Party may enter into agreements on behalf of the company with any applicable taxing authority (including any agreement entered into pursuant to FATCA or any similar or successor legislation or intergovernmental agreement) to the extent it determines such an agreement is in the best interest of the company.

MEETINGS AND REPORTS

The annual general meeting of shareholders of the company will be held at the registered office of the company in Luxembourg on the last Wednesday of the month of July in each year at 11:00 CET. If this day is not a bank business day in Luxembourg, on the next following bank business day in Luxembourg.

Notices of all general meetings will be published in the Mémorial, a Luxembourg newspaper and other newspapers which the directors will determine. They will also be sent to the holders of registered shares by post at least 16 days prior to the meeting at their addresses in the register of shareholders. These notices will include the agenda and specify the time and place of the meeting, the conditions of admission and will refer to the requirements of Luxembourg law with regard to the necessary quorum and majorities required for the meeting. The requirements of attendance, quorum and majorities at all general meetings will be those laid down in Articles 67 and 67-1 of the Luxembourg law of 10 August 1915 on commercial companies, as amended, and in the articles of incorporation.

The articles of incorporation provide that any amendment to the articles of incorporation concerning only one fund or share class, or unfavourably affecting the rights of one fund or share class, is valid only if approved within each fund or share class by a resolution in accordance with the quorum and majority requirements provided by law and by the articles of incorporation.

Audited annual reports and unaudited interim reports for the company combining the accounts of the funds will be drawn up in Euro. The audited annual reports and unaudited interim reports of the funds included in the reports of the company will be drawn up in Euro. The directors may change the base currency of the funds to Euro without prior notice to investors. If so, the prospectus will be updated. Audited annual reports and unaudited interim reports for the company will be made available at the registered office of the company. The accounting year of the company ends on 31 March in each year.

GENERAL INFORMATION

1 The company is an investment company organised as a société anonyme under the laws of the Grand Duchy of Luxembourg and is qualified as a société d’investissement à capital variable (SICAV). The company was incorporated in Luxembourg on 7 August 1998 for an unlimited duration. The articles of incorporation of the company were published in the Mémorial on 16 September 1998. The latest amendments to the articles of incorporation were made on 6 November 2013 and were published in the Mémorial on 12 December 2013. The company is registered with the Registre de Commerce et des Sociétés, Luxembourg, under number B 65 796. Copies of the articles of incorporation are available for inspection at the Registre de Commerce et des Sociétés and the registered office of the company.

2 The shares issued by the company are freely transferable and entitled to participate equally in the profits and dividends of the company allocated to the share class to which they relate and, upon liquidation, in its assets allocated to the category to which they relate. The shares, which have no par value and which must be fully paid upon issue, carry no preferential or pre-emptive rights but carry one vote each at all meetings of shareholders regardless of the net asset value per share within the share class.

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3 The articles of incorporation permit the directors to create more than one share class within each fund. These share classes may have different characteristics such as different charging structures. When new share classes are issued this prospectus will be updated.

4 If the capital of the company falls below two-thirds of the minimum capital, the directors must submit the question of the dissolution of the company to a general meeting of shareholders for which no quorum is necessary. This meeting will decide by a simple majority of the shares represented at the meeting.

If the capital of the company falls below one-fourth of the minimum capital, the directors must submit the question of dissolution to a general meeting of shareholders for which no quorum is necessary and where the dissolution may be resolved by shareholders holding one-fourth of the shares represented at the meeting.

At present the minimum share capital is the equivalent of 1,250,000 Euros. If the company should be liquidated, it will be done in accordance with the provisions of Luxembourg law and the articles of incorporation of the company. The net liquidation proceeds relating to each share class will be distributed to the holders of shares in the relevant share class in proportion to the number of shares of such share class held. Amounts which have not been claimed by shareholders at the close of the liquidation will be deposited in escrow with the Caisse de Consignation in Luxembourg. Should these amounts not be claimed within the prescription period, then they may be forfeited.

5 In accordance with the articles of incorporation, the general meeting of shareholders may, subject to the majority and quorum requirements required for amendment of the articles, reduce the capital of the company by cancellation of the shares in any fund or share class and refund to the shareholders in the fund or share class the full value of the shares of such fund or share class.

Subject to the same conditions, the general meeting may also decide to cancel the shares of one fund or share class and allocate to the shareholders of that fund or share class the shares of another fund or share class against contribution in kind of the assets or, as the case may be, in cash of the countervalue of the assets of the fund or share class to be cancelled.

Such decisions by the general meeting of shareholders will be subject to a separate vote by shareholders of the fund or share class to be cancelled, and to the same quorum and majority requirements as explained above.

Amounts not claimed by shareholders after the close of the liquidation will be deposited in escrow with the Caisse de Consignation in Luxembourg. Should these amounts not be claimed within the prescription period, then they may be forfeited.

6 The directors may decide to liquidate a fund or a share class if its net assets fall below US$ 10,000,000 (or its equivalent) or if a change in the economic or political situation relating to that fund or share class would justify such liquidation. The decision to liquidate will be notified to shareholders by the company prior to the effective date of the liquidation and the notification will indicate the reasons for, and the procedures of, the liquidation operations. Unless the directors otherwise decide in the interests of, or to keep equal treatment between, the shareholders, the shareholders of the fund or share class concerned may continue to request the sale or switch of their shares prior to the liquidation. Assets which could not be distributed to shareholders upon the close of the liquidation of the fund concerned will be deposited as soon as possible with the Caisse de Consignation in Luxembourg on behalf of their beneficiaries.

Under the same circumstances outlined in the preceding paragraph, the directors may decide to close down one fund or share class by merging it with another fund or share class of the company. In addition, any merger may be decided by the directors if required in the interests of the shareholders of the relevant funds or share classes. This decision will be notified to shareholders in the manner described in the preceding paragraph. The notification will also contain information in relation to the new fund or share classes. The notification will be made one month before the date on which the merger becomes effective in order to enable shareholders to request the sale of their shares, free of charge, before the merger takes place.

Under the same circumstances outlined above, the directors may also decide to close down one fund or share class by merging it with another collective investment undertaking governed by Part I of the Law of 2010. In addition, any merger may be decided by the directors if required in the interests of the shareholders of the relevant fund or share class. This decision will be notified to shareholders in the manner described above. The notification will also contain information in relation to the other collective investment undertaking. The notification will also be made at least one month before the date on which the merger becomes effective in order to enable shareholders to request the sale of their shares, free of charge, before the merger takes place. Where the holding of units in another collective investment undertaking does not confer voting rights, the merger will be binding only on shareholders of the relevant fund or share class who expressly agree to the merger.

If the directors determine that it is in the interests of the shareholders of the relevant fund or share class or that a change in the economic or political situation relating to the fund or share class concerned has occurred which would justify it, the reorganisation of one fund or share class, by means of a division into two or more funds or share classes, may take place. This decision will be notified to shareholders in the manner described above. The notification will also

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contain information about the two or more new funds or share classes. The notification will be made one month before the date on which the reorganization becomes effective in order to enable the shareholders to request the sale of their shares, free of charge, before the operation involving division into two or more funds becomes effective.

ALLOCATION OF ASSETS AND LIABILITIES

The assets and liabilities of the company will be allocated to the relevant fund in the following manner:

a) the proceeds from the issue of shares in a fund will be applied in the books of the company to the relevant fund. The assets and liabilities and income and expenditure attributable to it will be applied to the fund subject to the provisions below;

b) when any asset is derived from another asset, it will be applied in the books of the company to the same fund as the asset from which it was derived. On each revaluation of an asset, the rise or fall in value will be applied to the relevant fund;

c) where the company incurs a liability which relates to any assets of a particular fund or to any action taken in connection with an asset of a particular fund, it will be allocated to the relevant fund.

d) in the case where any asset or liability of the company cannot be considered as being attributable to a particular fund, that asset or liability will be allocated to all the funds pro rata to the net asset values of the relevant funds;

e) upon the record date for determination of the persons entitled to any dividend declared in respect of a fund, the net asset value of the fund will be reduced by the amount of the dividend.

DETERMINATION OF THE NET ASSET VALUE OF SHARES

The total net asset value of the company is determined in Euro for reporting purposes only. The net asset value and the buying, selling and switching prices of shares of each fund/ share class will be expressed in the currency of the relevant fund/share class as a per share figure.

The net asset value of each fund is calculated as follows:

The net asset value per share of each fund will be determined on each day which is a full bank business day in Luxembourg (each a ‘valuation day’) by dividing the total net assets of the company corresponding to each fund being the value of the assets of the company corresponding to this fund less its liabilities attributable to that fund by the number of shares of the relevant fund outstanding. For the avoidance of doubt such liabilities will include an allowance in respect of performance fee, if applicable.

The buying, selling and switching prices for a share of each fund are calculated as follows:

a) The buying, selling and switching prices for a share of each fund will be based on the net asset value per share of the relevant fund. However, if on any valuation day the transactions in shares linked to a fund result in a net increase or decrease of shares which exceeds a threshold set by the directors from time to time for that fund, the net asset value may be adjusted by an amount which reflects the fiscal charges and dealing costs which may be incurred by the company. The adjustment will be an addition when the net movement results in an increase of the shares linked to the fund and a deduction when it results in a decrease.

b) The buying price will be obtained by deducting from the result of a), where appropriate, the subscription charge of up to 5% from the amount received for investment. The directors may waive or reduce the subscription charge in their discretion. The buying price may be rounded upwards to an appropriate unit of the relevant currency to give the final buying price.

c) The selling price will be obtained by deducting from the result of a) a redemption charge. Under the articles of incorporation of the company, the directors can introduce a redemption charge. If this is the case, at least one month’s prior notice will be given to all shareholders, and this prospectus will be updated.

d) Switching between funds is free of charge. The switching price may be rounded upwards to an appropriate unit of the relevant currency to give the final switching price.

If more than one share class are issued in a fund and to the extent required, the net asset value per share of each share class in such class will be determined by allocating to each share class a proportion of the net assets (exclusive of share class related liabilities) of the relevant fund equal to the proportion which the shares of each share class in such fund represent in the total number of shares of such fund outstanding, followed in respect of each share class by the deduction from the resulting figure of the relevant share class related liabilities and dividing such sum by the number of shares of the relevant share class outstanding.

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If since the close of business of any valuation day there has been a material change in the quotations on the markets on which a substantial portion of the investments of the company attributable to a particular fund are dealt or quoted, the company may, in order to safeguard the interests of the shareholders, cancel the first valuation and carry out a second valuation.

The valuation will be made in the following manner:

A. The assets of the company are deemed to include:

a) all cash on hand or on deposit, including any interest accrued on it;

b) all bills and demand notes and accounts receivable (including proceeds of securities sold but not delivered);

c) all bonds, time notes, shares, stock, debenture stocks, units/shares in undertakings for collective investment, subscription rights, warrants, options, money market instruments and other investments and securities owned or contracted for by the company;

d) all stock, stock dividends, cash dividends and cash distributions receivable by the company (provided that the company may make adjustments with regard to fluctuations in the market value of securities caused by trading ex-dividends, ex-rights, or by similar practices);

e) all interest accrued on any interest-bearing securities owned by the company except where it is included or reflected in the principal amount of such security;

f) the preliminary expenses of the company insofar as they have not been written off;

g) the liquidating value of all futures, forward, call or put options contracts the company has an open position in;

h) all swap contracts entered into by the company; and

i) all other assets of every kind and nature, including expenses paid.

The value of such assets will be determined as follows:

a) the value of any cash on hand or on deposit, bills and demand notes and accounts receivable, pre-paid expenses, cash dividends and interest declared or accrued as mentioned above and not yet received, will be deemed to be the full amount thereof. That is unless it is unlikely to be paid or received in full, in which case its value will be arrived at after making any discount which the company considers appropriate to reflect the true value.

b) the value of securities and/or financial derivative instruments which are quoted or dealt in on any stock exchange is based on the last available price at the time of valuation on each valuation day.

c) the value of securities dealt in on another regulated market is based on the last available price at the time of valuation on each valuation day.

d) if separate selling and buying prices are published for any such securities or assets, the value will be determined as being equal to the mean between the last available selling and buying prices.

e) in the event that any of the securities held in the company’s portfolio on the relevant valuation day are not quoted or dealt in on any official stock exchange or any other regulated market or if, with respect to securities quoted or dealt in on any official stock exchange or dealt in on any such other regulated market, the price as determined pursuant to sub-paragraphs b), c) or d) is not in the opinion of the board of directors, representative of the fair market value of the relevant securities, the value of such securities will be determined prudently and in good faith based on the reasonably foreseeable sales or any other appropriate valuation principles.

f) The financial derivative instruments which are not listed on any official stock exchange or traded on any other organised market will be valued in accordance with market practice.

g) Units or shares in underlying open-ended investment funds shall be valued at their last available net asset value reduced by any applicable charges;

h) In the event that the above mentioned calculation methods are inappropriate or misleading, the Board of Directors may adjust the value of any investment or permit some other method of valuation to be used for the assets of the company if it considers that the circumstances justify that such adjustment or other method of valuation should be adopted to reflect more fairly the value of such investments.

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B. The liabilities of the company shall be deemed to include:

a) all loans, bills and accounts payable;

b) all accrued or payable administrative expenses (including investment management fees, custodian fees and administrator fees);

c) all known liabilities, present and future, including all matured contractual obligations for payments of money or property, including the amount of any unpaid dividends declared by the company where the valuation day falls on the record date for determination of the person entitled thereto or is subsequent thereto;

d) an appropriate provision for future taxes based on capital and income to the valuation day, as determined from time to time by the company, and other reserves (if any) authorised and approved by the directors, as well as an amount (if any) as the directors may consider to be an appropriate allowance for any contingent liabilities of the company; and

e) all other liabilities of the company of whatsoever kind and nature except liabilities represented by shares in the company. In determining the amount of these liabilities the company will take into account all expenses payable by the company which will comprise formation expenses, the remuneration and expenses of its directors and officers, including their insurance cover, fees payable to its investment advisers or investment managers, fees and expenses payable to its service providers and officers, distributors (such as the networking fee), accountants, custodian and correspondents, domiciliary, registrar and transfer agents, any paying agent and permanent representatives in places of registration, any other agent employed by the company, fees for legal and tax advisers in Luxembourg and abroad, fees for auditing services, promotional, printing, reporting and publishing expenses, including the cost of advertising or preparing, printing, distributing and translating prospectuses, notices, explanatory memoranda, agreements or registration statements, taxes or governmental charges, fees and expenses connected to the registration and maintenance thereof in various jurisdictions and all other operating expenses, including the cost of buying and selling assets, interest, bank charges and brokerage, postage, telephone and telex. The company may calculate administrative and other expenses of a regular or recurring nature and on estimated figure for yearly or other periods in advance, and may accrue the same in equal proportions over any such period.

C. For the purposes hereof:

a) shares of the company to be sold will be treated as existing and taken into account until immediately after the close of business on the relevant valuation day and from such time and until paid the price therefore will be deemed to be a liability of the company;

b) shares to be issued by the company in accordance with subscription applications received will be treated as being in issue as from the close of business on the valuation day on which the purchase price was determined and such price, until received by the company, will be deemed a debt due to the company;

c) all investments, cash balances and other assets of the company expressed in currencies other than the currency in which the net asset value of the different funds is calculated shall be valued after taking into account the market rate or rates of exchange in force at the date and time for determination thereof; and

d) effect will be given on any valuation day to any purchases or sales of securities contracted for by the company on such valuation day, to the extent practicable.

D. The directors may suspend the determination of the net asset value of any particular fund and the purchase, sale and switching of the shares in the fund during:

a) any period when any of the principal stock exchanges or regulated markets on which any substantial portion of the investments of the company attributable to such fund from time to time are quoted or dealt in is closed otherwise than for ordinary holidays, or during which dealings therein are restricted or suspended;

b) the existence of any state of affairs which constitutes an emergency as a result of which disposals or valuation of assets owned by the company attributable to the fund would be impracticable; or

c) any breakdown in the means of communication normally employed in determining the price or value of any of the investments of the fund or the current price or values on any stock exchange in respect of the assets attributable to such fund; or

d) any period when the company is unable to repatriate funds for the purpose of making payments on the sale of the shares of the fund or during which any transfer of funds involved in the realisation or acquisition of investments or payments due on the sale of shares cannot in the opinion of the board of directors be carried out at normal rates of exchange.

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DOCUMENTS AVAILABLE FOR INSPECTION

Copies of the articles of incorporation of the company, the most recent prospectus, the most recent key investor information documentations, and including any successor documents, together with the latest annual and interim reports of the company and of each fund, are made available for inspection at the registered office of the company in Luxembourg. A copy of the articles of incorporation, the most recent prospectus, the most recent key investor information documentations and the latest reports may be obtained free of charge.

Specific information for UK investors

UK investors can also obtain the above documents at the following address: Martin Currie Investment Management Ltd, Saltire Court, 20 Castle Terrace Edinburgh, United Kingdom, EH1 2ES.

In addition, details on reportable income for UK investors and the issue and redemption prices are made available on www.martincurrie.com. A copy of the information on reportable income for UK investors may also be obtained free of charge upon request.

Furthermore, applications for the issue and the redemption of shares need to be addressed to the administrator of the company at the following address: Martin Currie Global Funds, c/o State Street Bank Luxembourg S.A., 49 Avenue JF Kennedy, BP 275, L-1855, Luxembourg.

HISTORICAL PERFORMANCE

Name 2013 2012 2011 2010 2009 2008 2007

LM Martin Currie GF European Absolute Alpha Fund R (US$)

20.1

LM Martin Currie GF European Absolute Alpha Fund (US$)

20.0 14.9 (8.8)

MSCI Europe (LC) 21.6 15.6 (9.3)

LM Martin Currie GF European Absolute Alpha Fund (€)

20.2 13.9 (9.2)

LM Martin Currie GF European Absolute Alpha Fund R (€)

19.7 12.7 (9.2)

MSCI Europe (LC) 21.6 15.6 (9.3)

LM Martin Currie GF European Absolute Alpha Fund (£)

20.7 14.8 (9.3)

LM Martin Currie GF European Absolute Alpha Fund R (£)

20.0 14.4 (9.2)

MSCI Europe (LC) 21.6 15.6 (9.3)

LM Martin Currie GF Japan Absolute Alpha Fund R (US$)

3.4 (9.5)

LM Martin Currie GF Japan Absolute Alpha Fund (US$)

26.7 4.7 (8.4)

Topix TR (US$) 27.0 7.5 (12.5)

LM Martin Currie GF Japan Absolute Alpha Fund (€) 26.4 2.5 (7.9)

LM Martin Currie GF Japan Absolute Alpha Fund R (€)

26.1 2.8 (8.5)

Topix TR (€) 21.5 5.9 (9.6)

LM Martin Currie GF Japan Absolute Alpha Fund (£) 27.9 3.9 (8.1)

LM Martin Currie GF Japan Absolute Alpha Fund R (£)

28.1 3.4 (8.5)

Topix TR (£) 24.7 2.8 (11.9)

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LM Martin Currie GF Asia Pacific Fund (US$) 1.5 20.9 (10.7) 16.0 48.4 (51.8)

MSCI AC Asia Pacific ex Japan TR (US$) 3.7 22.6 (15.4) 18.4 73.7 (51.6)

LM Martin Currie GF Asia Pacific Fund (€) (2.9) 18.6 (7.6) 25.4 44.4 (49.2)

MSCI AC Asia Pacific ex Japan TR (€) (0.8) 20.7 (12.6) 26.7 68.2 (49.1)

LM Martin Currie GF Global Resources Fund 9.0 4.8 (18.1) 17.1 42.1 (44.6) 36.6

Custom Resources Blend Index (US$)* 9.0 6.7 (20.1) 17.1 70.0 (52.8) 36.0

LM Martin Currie GF Global Resources Fund (€) 4.3 2.8

Custom Resources Blend Index (€)* 4.3 5.0

LM Martin Currie GF Global Resources Fund (£) 6.6 0.2 (17.8) 22.1 27.8

Custom Resources Blend Index (£)* 7.0 2.0 (19.5) 20.8 51.4

LM Martin Currie GF Greater China Fund (US$) 9.7 19.3 (26.1) 11.1 75.3 (57.9) 61.9

MSCI Golden Dragon TR (US$) 7.3 22.7 (18.4) 13.6 67.1 (49.4) 38.0

LM Martin Currie GF Greater China Fund (€) 5.2 17.3 (23.6)

MSCI Golden Dragon TR (€) 2.6 20.8 (15.6) 21.5 61.9 (46.8) 24.4

LM Martin Currie GF Japan Fund (US$) 26.8 7.7 (15.8) 17.2 4.5 (30.5) (11.6)

Topix TR (US$) 27.0 7.5 (12.5) 15.9 4.8 (26.8) (5.2)

LM Martin Currie GF Japan Fund (£) 24.2 3.0 (15.1)

Topix TR (£) 24.7 2.8 (11.9)

LM Martin Currie GF Japan Fund JPY 54.5 20.0 (19.7) 3.2 6.6 (43.9) (16.5)

Topix TR JPY 54.4 20.9 (17.0) 1.0 7.6 (40.6) (11.1)

LM Martin Currie GF North American Fund (US$) 32.5 10.8 (8.0) 12.2 25.8

MSCI North America TR (US$) 30.4 15.6 0.6 16.0 29.4

LM Martin Currie GF North American Fund (€) 26.9 8.9 (3.6) 21.3 22.3

MSCI North America TR (€) 24.8 13.8 3.9 24.0 25.3

LM Martin Currie GF North American Fund (£) 29.6 6.3 (8.2) 17.4 13.5

MSCI North America TR (£) 28.0 10.5 1.3 19.6 15.2

LM Martin Currie GF Asia Long Term Unconstrained Fund (US$)**

9.1 14.5

MSCI AC Asia ex Japan TR (US$) 3.3 18.2

LM Martin Currie GF Asia Long Term Unconstrained Fund (€)**

4.6 10.3

MSCI AC Asia ex Japan TR (€) (1.1) 14.2

LM Martin Currie GF Asia Long Term Unconstrained Fund (£)**

6.9 12.7

MSCI AC Asia ex Japan TR (£) 1.4 15.7

48

Source: Lipper Hindsight. NAV to NAVbasis with gross income reinvested over periods shown. Performance is shown in share class denominated currency. These figures do not include initial charges. If these were included, performance figures would be reduced. * Global resources benchmark is MSCI World Energy/Materials/Utilities market cap weighted, which changed on 01/01/2010 to MSCI ACWI Energy/Materials/Utilities market cap weighted, which changed on 01/04/2011 to MSCI ACWI Energy/Materials/Marine/Building products/Construction & Engineering market cap weighted. ** Legg Mason Martin Currie GF Asia Long Term Unconstrained Fund launched 16 May 2012.

Past performance information on each fund is also carried in that fund’s key investor information documentation, which is available from the registered office of the company. You may also find this information on the website of Martin Currie Investment Management Ltd at www.martincurrie.com.

July 2015

http://www.martincurrie.com/

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Appendix 1 Definition of "US Person"

1. Pursuant to Regulation S of the Securities Act of 1933, as amended (the "1933 Act"), “US Person” means:

i) any natural person resident in the United States;

ii) any partnership or corporation organized or incorporated under the laws of the United States;

iii) any estate of which any executor or administrator is a US Person;

iv) any trust of which any trustee is a US Person;

v) any agency or branch of a foreign entity located in the United States;

vi) any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a US Person;

vii) any discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organised, incorporated, or (if an individual) resident in the United States; or

viii) any partnership or corporation if:

a. organized or incorporated under the laws of any non-US jurisdiction; and

b. formed by a US Person principally for the purpose of investing in securities not registered under the 1933 Act, unless it is organized or incorporated, and owned by accredited investors (as defined in Rule 501(a) under the 1933 Act) who are not natural persons, estates or trusts.

2. Notwithstanding (1) above, any discretionary account or similar account (other than an estate or trust) held for the benefit or account of a non-US Person by a dealer or other professional fiduciary organised, incorporated, or (if an individual) resident in the United States shall not be deemed a “US Person”.

3. Notwithstanding (1) above, any estate of which any professional fiduciary acting as executor or administrator is a US Person shall not be deemed a US Person if:

i) an executor or administrator of the estate who is not a US Person has sole or shared investment discretion with respect to the assets of the estate; and

ii) the estate is governed by non-US law.

4. Notwithstanding (1) above, any trust of which any professional fiduciary acting as trustee is a US Person shall not be deemed a US Person if a trustee who is not a US Person has sole or shared investment discretion with respect to the trust assets, and no beneficiary of the trust (and no settler if the trust is revocable) is a US Person.

5. Notwithstanding (1) above, an employee benefit plan established and administered in accordance with the law of a country other than the United States and customary practices and documentation of such country shall not be deemed a US Person.

6. Notwithstanding (1) above, any agency or branch of a US Person located outside the United States shall not be deemed a “US Person” if:

i) the agency or branch operates for valid business reasons; and

ii) the agency or branch is engaged in the business of insurance or banking and is subject to substantive insurance or banking regulation, respectively, in the jurisdiction where located.

7. The International Monetary Fund, the International Bank for Reconstruction and Development, the Inter-American Development Bank, the Asian Development Bank, the African Development Bank, the United Nations, and their agencies, affiliates and pension plans, and any other similar international organisations, their agencies, affiliates and pension plans shall not be deemed “US Persons”.

Notwithstanding the above, the definition of “US Person” may be changed from time to time by legislation or by the rules, regulations or agency interpretations of the US Securities and Exchange Commission.

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Appendix 2

A. Policy regarding direct and indirect operational costs/fees arising from EPM All revenues arising from EPM techniques, net of direct and indirect operational costs/fees, shall be returned to the relevant sub-fund. In particular, fees and cost may be paid to agents of the Company and other intermediaries providing services in connection with securities lending transactions, reverse repurchase agreements and other efficient portfolio management techniques as normal compensation of their services. Such fees may be calculated as a percentage of gross revenues earned by the sub-fund through the use of portfolio management techniques. Information on direct and indirect operational costs and fees that may be incurred in this respect as well as the identity of the entities to which such costs and fees are paid – as well as any relationship they have with the Depositary or the Investment Manager - will be available in the annual report of the Company.

B. Haircut Policy The Company has implemented a haircut policy in respect of each class of assets received as collateral. A haircut is a discount applied to the value of a collateral asset to account for the fact that its valuation, or liquidity profile, may deteriorate over time. The haircut policy takes account of the characteristics of the relevant asset class, including the credit standing of the issuer of the collateral, the price volatility of the collateral and the results of any stress tests which may be performed in accordance with the collateral management policy. Subject to the framework of agreements in place with the relevant counterparty, which may or may not include minimum transfer amounts, it is the intention of the Company that any collateral received shall have a value, adjusted in light of the haircut policy, which equals or exceeds the relevant counterparty exposure where appropriate. The Company will apply haircuts to the collateral received according to the below table:

Eligible Collateral Valuation Percentage (up to)

Cash in an Eligible Currency

100%

Negotiable Debt Obligations having a residual maturity of not more than one year issued by any of the following governments: - Belgium - France - Germany - Netherlands - United Kingdom - United States of America (US Treasury Department issues only)

98%

Negotiable Debt Obligations having a residual maturity of more than one year but less than or equal to 5 years issued by any of the following governments: - Belgium - France - Germany - Netherlands - United Kingdom - United States of America (US Treasury Department issues only)

97%

Negotiable Debt Obligations having a residual maturity of more than 5 year but less than or equal to 10 issued by any of the following governments: - Belgium - France - Germany - Netherlands - United Kingdom - United States of America (US Treasury Department issues only)

95%

Negotiable Debt Obligations having a residual maturity of more than 10 years issued by any of the following governments: - Belgium

94%

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- France - Germany - Netherlands - United Kingdom - United States of America (US Treasury Department issues only)

In case of unusual market volatility, the Company reserves the right to increase the haircut it applies to collateral. As a consequence, the Company will receive more collateral to secure its counterparty exposure.

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