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Status: You are viewing the version of the handbook as on 2016-02-03.

LR 15.5 Transactions

Compliance with the Model Code

LR 15.5.1R
  1. (1)

    A closed-ended investment fund must comply with the provisions of the Model Code.

  2. (2)

    LR 9.2.7 R to LR 9.2.10 R do not apply to a closed-ended investment fund.

  3. (3)

    Paragraph (1) does not apply to:

    1. (a)

      dealings by persons discharging managerial responsibilities in the closed-ended investment fund;

    2. (b)

      purchases by the closed-ended investment fund of its own securities; and

    3. (c)

      sales of treasury shares for cash or transfers (except for sales and transfers by the closed-ended investment fund of treasury shares in the circumstances set out in LR 12.6.2 R);

    if the closed-ended investment fund satisfies the requirements of (4).

  4. (4)

    The transactions described in (3) may be entered into during a close period if:

    1. (a)

      the closed-ended investment fund is satisfied that all inside information which the directors and the entity may have in periods leading up to an announcement of results has previously been notified to a RIS; and

    2. (b)

      the closed-ended investment fund notifies a RIS that it is satisfied that all inside information has previously been notified.

Significant transactions

LR 15.5.2RRP

A closed-ended investment fund must comply with LR 10 (Significant transactions) and LR 5.63, except in relation to transactions that are executed in accordance with the scope of its published investment policy.

Transactions with related parties

LR 15.5.3GRP

LR 11 (Related party transactions) applies to a closed-ended investment fund.

LR 15.5.4RRP

In addition to the definition in LR 11.1.4 R a related party includes any investment manager of the closed-ended investment fund and any member of such investment manager's group.4

Additional exemption from related party requirements

LR 15.5.5RRP
112
  1. (1)

    LR 11.1.7 R to LR 11.1.11 R do not apply to an arrangement between a closed-ended investment fund and its investment manager or any member of that investment manager's group4 where the arrangement is such that each invests in or provides finance to an entity or asset and the investment or provision of finance is either:2

    1. (a)

      made at the same time and on substantially the same economic and financial terms; or2

    2. (b)

      referred to in the closed-ended investment fund's published investment policy; or2

    3. (c)

      made in accordance with a pre-existing agreement between the closed-ended investment fund and its investment manager.2

  2. (2)

    For the purposes of paragraph (1)(c), a pre-existing agreement is an agreement which was entered into at the time the investment manager was appointed.2