AIGO HOLDINGS PCC

AIGO Natural Resources Fund

Supplement to the Listing Particulars of AIGO HOLDINGS PCC

A Natural Resources Fund

Managed by

Fidelis Global Asset Management Limited Dated 09 December 2013

AIGO Natural Resources Fund (A cell in AIGO HOLDINGS PCC)

Managed by

Fidelis Global Asset Management Limited Supplement to the Listing Particulars of AIGO HOLDINGS PCC

Application is being sought for the listing of up to 100,000 non-voting, ordinary, par value Cell shares of

AIGO HOLDINGS PCC - AIGO Natural Resources Fund on the Stock Exchange of Mauritius Ltd by way of

offer for subscription to targeted investors at a nominal price of GBP100.

The above application has been made because the profile of investors in the Fund might include UK

Pension Trustees, in which case, investments in a fund that is listed on a recognised Stock Exchange will

allow them to get the benefits thereof.

This Supplement to the Listing Particulars of AIGO HOLDINGS PCC should be read in conjunction with the

Listing Particulars issued by AIGO HOLDINGS PCC dated 28 May 2013 (as amended from time to time)

(the “AIGO LP”).

This Supplement to the Listing Particulars of AIGO HOLDINGS PCC has been vetted by the Listing

Executive Committee, in conformity with the Listing Rules of the Stock Exchange of Mauritius Ltd.

Neither the Listing Executive Committee (the “LEC”) of the Stock Exchange of Mauritius Ltd (the “SEM”)

nor the SEM, nor the Financial Services Commission (the “FSC”) assumes any responsibility for the

content of this document. The LEC, the SEM and the FSC make no representation as to the accuracy or

completeness of any of the statements made or opinions expressed in this document and expressly

disclaim any liability whatsoever for any loss arising from or in reliance upon the whole or any part

thereof.

Permission has been granted by the Listing Executive Committee on 09 December 2013 (LP no.:

LEC/TL/07/2013) for the listing of up to 100,000 non-voting, ordinary, par value Cell shares of AIGO

HOLDINGS PCC - AIGO Natural Resources Fund on the Official List of the Stock Exchange of Mauritius

Ltd by way of offer for subscription to targeted investors on the 26th of December 2013 at a nominal

price of GBP100.

It is not expected that the dealings in the shares of AIGO HOLDINGS PCC - AIGO Natural Resources Fund will take place on the official list of Stock Exchange of Mauritius. This Supplement to the Listing Particulars of AIGO HOLDINGS PCC deemed to be the Listing Particulars,

include particulars given in compliance with the Stock Exchange of Mauritius Ltd Rules governing the

Official Listing of Securities for the purpose of giving information with regard to the issuer. The directors,

whose name appear on page 12 of the AIGO LP, collectively and individually, accept full responsibility

for the accuracy or completeness of the information contained in this Supplement to the Listing

Particulars of AIGO HOLDINGS PCC and confirm, having made all reasonable enquiries, that to the best

of their knowledge and belief there are no other facts the omission of which would make any statement

herein misleading.

AIGO HOLDINGS PCC is authorised to act as an open-ended CIS/Expert Fund under Section 97 of the

Securities Act 2005 and Regulation 79 of the CIS Regulations 2008. The Cell Shares would be available to

Expert Investors as defined in the AIGO LP.

SUPPLEMENT TO THE LISTING PARTICULARS OF AIGO HOLDINGS PCC

AIGO Natural Resources Fund (A cell of AIGO HOLDINGS PCC)

(A Protected Cell Company incorporated with limited liability on under the laws of the Mauritius with

registration number C115700 C1/GBL) relating to an offer of Participating Shares in

AIGO Natural Resources Fund

This Supplement to the Listing Particulars of AIGO HOLDINGS PCC is supplemental to the AIGO LP from

time to time in force (collectively the “Offering Documents”) of AIGO Holdings PCC (the “Company”).

This Supplement to the Listing Particulars of AIGO HOLDINGS PCC provides information on AIGO Natural

Resources Fund (the “Fund”), a cell created by the Company. Cell Shares in the AIGO Natural

Resources Fund (“Participating Shares”) are offered on the terms of the Offering Documents and

accordingly this Supplement to the Listing Particulars of AIGO HOLDINGS PCC must be read in

conjunction with the AIGO LP.

The Company has the capacity to create a maximum of 50 (fifty) protected cells. Each such cell will be

known as a Fund and a separate class of Participating Shares will be offered in respect of each Fund. The

Company will issue a separate Supplement to the Listing Particulars of AIGO HOLDINGS PCC in relation to

each Fund.

No copy of this Supplement to the Listing Particulars of AIGO HOLDINGS PCC has been registered in any

jurisdiction in connection with the placing of Participating Shares (as defined in the AIGO LP). This

Supplement to the Listing Particulars of AIGO HOLDINGS PCC is distributed in connection with a private

offering of the Participating Shares, none of which will be issued to any person other than a person to

whom a copy of this Supplement to the Listing Particulars of AIGO HOLDINGS PCC and a copy of the AIGO

LP is provided by the Company. The Directors of the Company (whose particulars are set out in the AIGO LP), accept

responsibility for the information contained in this Supplement to the Listing Particulars of AIGO

HOLDINGS PCC. To the best of the knowledge and belief of the Directors (who have taken all reasonable

care to ensure that such is the case) the information contained in this Supplement to the Listing

Particulars of AIGO HOLDINGS PCC is in accordance with the facts and does not omit anything likely to

affect the import of such information. THIS DOCUMENT SHOULD ONLY BE READ IN CONJUNCTION WITH THE LISTING PARTICULARS

ISSUED BY AIGO HOLDINGS PCC DATED 28 MAY 2013 (AS AMENDED FROM TIME TO TIME). ANY

DECISION TO INVEST IN THE PARTICIPATING SHARES SHOULD BE BASED ON A CONSIDERATION

OF BOTH THE AIGO LP AND THE SUPPLEMENT TO THE LISTING PARTICULARS OF AIGO HOLDINGS PCC. THIS SUPPLEMENT TO THE LISTING PARTICULARS OF AIGO HOLDINGS PCC IS SUBJECT TO THE

DISTRIBUTION RESTRICTIONS, RISK FACTORS AND QUALIFICATIONS SPECIFIED IN THE AIGO LP. This Supplement to the Listing Particulars of AIGO HOLDINGS PCC relates to an offering of

Participating Shares for a segregated investment portfolio of Natural Resources. The Company will

create and issue a specific class of Participating shares relating to the Fund.

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1. DEFINITIONS Capitalised terms used in this Supplement to the Listing Particulars of AIGO HOLDINGS PCC, unless

otherwise defined or unless the context otherwise requires, shall have the same meaning as in

the AIGO LP. 1.1 Investment Objective The primary objective of the Company and the Fund is to seek superior, risk adjusted returns. The

Company intends to accomplish this investment objective in relation to the Fund by investing in a portfolio

of Natural Resources. 1.2 Investment Strategy The Investment Manager has overall responsibility for allocating the assets of the Fund and implementing

the investment strategy discussed herein, and has the authority to select the investments in which the

assets of the Fund will be invested.

The Company’s overall investment strategy is described in the AIGO LP.

1.2.1 The investment strategy for The AIGO Natural Resources Fund will be guided by the following

criteria:

a. Solar, wind, tidal, geo-thermal and bio fuel energy projects;

b. Agro-forestry with species with less than 20 years maturity; crops for food, seed

production, medicinal harvest and renewable energy fuel driven by developments in

crop genetics, farming systems and market imbalances; and

c. Natural mineral extraction projects

1.2.2 Geographical considerations

a. climate, terrain, topography and geology are optimal for the metrics required for the

intended natural resource procurement in that location;

b. areas where there is a low risk to the investment provided by natural hazards such as

earthquakes and tornados;

c. transport and communication infrastructure currently sufficiently developed to enable

relatively swift and cost effective movement of materials and labour to and from the

site;

d. locations with sufficient employment resources with adequate employable/trainable

natives with education and social housing to that of a basic level.

1.2.3 Financial Targets and Parameters

a. growth in the general industry consumption set to grow by a minimum of 50% in the

next 10 years;

b. return on investment to be a minimum of 30% IRR;

c. minimum total investment of £1 million;

d. where proposed opportunity for generation/cultivation represents less than 25% of the

existing local potential output;

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e. where there is demonstrable existing demand to satisfy 100% of the proposed output;

f. ideally where local government are offering tax incentives such as zero corporation tax

for sustained periods, employment and infrastructure grants and capital gain holidays

1.2.4 Risk Management

a. project must allow a sustainable exit route from production that could be acquired from

at least 3 different purchasers, at least one of which is of a government/blue chip nature

or can demonstrate the ability to satisfy intended level of purchase;

b. no period in value chain cycle where output to payment exceeds 90 days including

transportation in order to minimise payment failure in delivery process;

c. the project company must be able to demonstrate 2 years auditable accounts prepared

by competent accountants showing positive cash flow and profit;

d. the management board must consist of industry professionals with suitable

qualifications and experience within the sector.

1.2.5 Environmental Considerations

a. only partial clearing to allow for planting of crops will be accepted, no land reclamation

for agricultural purposes through deforestation;

b. limitation of mitigating environmental risks in place to combat natural disasters such as

fire, drought, flood etc. that could negatively impact output;

c. project must to the fullest extent possible enhance the local population through actions

such as employment, addition to or improvement of local infrastructure, improvement

of living standards or the economic position of the community.

1.3 Target Market Market Overview Around one-fifth of global merchandise trade is in natural resources. Fuels, of which two-thirds of world output is traded across international borders, are the largest element. 21 countries have more than 80% of their exports in natural resources, and for 9 of these countries resource exports are more than 50% GDP. It is also crucial for importers who may have no local supply, and for whom resources are an essential input to their economies. For the world economy as a whole resource price variations are both a barometer and a determinant of macro-economic performance. Trade in natural resources has a number of features that make it distinctive. Uneven geographical distribution of resources means that some countries are dominated by resource production, while others have none; more than 90% of proven oil reserves are in just 15 countries for example. Exhaustible resources may carry large rents, and the division of these rents between producers and consumers is contentious. Trade often occurs on organised commodity exchanges and involves both spot and futures transactions. Prices that come out of these exchanges can be volatile, a major source of disruption in the world economy and an opportunity for arbitrage gains. The share of natural resources in world trade increased dramatically between 1900 and 1955 and then declined for several decades before increasing again. A number of factors contributed to the long run expansion of resources trade, including industrialisation, population growth and falling transportation costs. Some of the variation comes from the fact that natural resources may be exported in their raw form or embodied in manufactured goods. However, much of the variation, in particular from the 1970's on, is

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accounted for by fluctuations in commodity prices, especially of oil. In the ten years that preceded the global financial crisis, the dollar value of world exports of natural resources increased more than six fold, reaching 3.7 trillion US dollars in 2008, before falling back. Fuel represents the lion's share of total would resource exports, reaching 2.9 trillion US dollars in 2008. In the same year trade in other extractive resources, such as ores and other minerals and non-ferrous metals, was 360 billion US dollars. The value of trade of other resources such as fish and forestry, while more limited, has also increased over time, reaching respectively 98 and 106 billion US dollars in 2008. The leading exports of natural resources are the Russian Federation, Saudi Arabia, Canada, European Union, United States, Norway, Australia, United Arab Emirates, Iran, Kuwait, Venezuela, Algeria, Nigeria, Singapore and Angola. Whilst this group includes both advanced economies such as Canada and the US and less developed countries such as Angola and Venezuela, there is a distinctive feature that separates the advanced and developing exporters. Within the latter group, resource sectors often have a dominant position. For the Middle East, Africa, the Commonwealth of Independent States (CIS), resources represent a share of total merchandise exports of 74, 73 and 70% respectively, whilst for North America, Asia and Europe this proportion is below 20%. Natural resource trade has taken place at prices which have undergone long periods of secular decline, followed by abrupt spikes and periods of high volatility. Reasons for the long run decline are low income elasticities for some commodities, food in particular. The picture is now very different, with growing demand from emerging markets reversing earlier price falls. Volatility has reached new highs across fuels, minerals and agriculture commodities. For instance, fuel prices jumped 234% between 2003-2008, while mining products and food rose 178 and 120% respectively. While the causes of volatility are not necessarily international, the supply side of the market is complicated by many factors including supplier's monopoly power, and the fact that oil and other natural resources are non-renewable assets. Price contains a large element of rent and is not anchored by unit production costs. Supply decisions depend partly on the technology of installed capacity - how much can be mined, pumped or grown given the capital stock of the sector - and also on asset holding decisions. Long run decisions on depletion rates lead to the Hotelling rule, that in competitive equilibrium the rent element of price will rise at the rate of interest; the level of price is such that cumulative demand leads to its eventual complete depletion. Short-run decisions depend on the extent to which the asset can be stored underground or in above-ground inventories, and on the relationship between current prices and future prices. This in turn is a relationship between trade on the spot market (trade in physical good) and in futures markets (trade in financial assets). Low elasticity of demand and increasingly restrained supply caused by natural limitation factors combined with the volatility makes for multiple ways that the fund is able to capitalise and profit from the natural resources sector. 1.4 Financial Plan Sales Forecast

FY2014 FY2015 FY2016

Total Sales £11,850,000 £12,000,000 £12,000,000

Total Direct Cost £8,295,000 £8,400,000 £8,400,000

Gross Margin £3,555,000 £3,600,000 £3,600,000

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Gross Margin % 30% 30% 30%

Sales by Month

Forecasted Profit and Loss Statement

FY2014 FY2015 FY2016

Revenue £11,850,000 £12,000,000 £12,000,000

Direct Cost £8,295,000 £8,400,000 £8,400,000

Gross Margin £3,555,000 £3,600,000 £3,600,000

Gross Margin % 30% 30% 30%

Operating Expenses

Salary £0 £0 £0

Employee Related Expenses £0 £0 £0

Commission £592,500 £600,000 £600,000

Fund Manager Fees £118,500 £144,000 £144,000

Total Operating Expenses £711,000 £744,000 £744,000

Operating Income £2,844,000 £2,856,000 £2,856,000

Income Taxes £85,320 £85,680 £85,680

Total Expenses £9,091,320 £9,229,680 £9,229,680

Net Profit £2,758,680 £2,770,320 £2,770,320

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Net Profit / Sales 23% 23% 23%

1.5 Investment Restrictions The general restrictions on the investment activities of the Company are set out in the AIGO LP. The

specific investment restrictions for the Fund are outlined below. The Fund will be subject to the following investment restrictions:

(i) The Investment Manager will ensure that the Fund will only invest into Natural Resources

projects or instruments that hold natural resources interests as stipulated in the .

(ii) The Investment Manager will ensure that the Fund will not write any options;

(iii) The Investment Manager will ensure that the Fund will not take naked short positions;

and

(iv) The Company will be able to borrow and pledge its assets as security for borrowings. Where any restriction has been breached, the Investment Manager will take immediate corrective action

as soon as the Investment Manager becomes aware of such breach, except where the limit is exceeded

due to appreciations or depreciations, changes in exchange rates, or by reason of the receipt of rights,

bonuses, benefits in the nature of capital or by reason of any other action affecting every holder of that

investment. 2. RISK FACTORS All securities investments risk the loss of capital. While the Investment Manager will devote its best

efforts to the management of the Fund, there can be no assurance that the Fund will not incur losses.

Returns generated from the investments of the Fund may not adequately compensate Shareholders for

the business and financial risks assumed. An investor should be aware that it may lose all or part of its

investment in a Fund. Many unforeseeable events, including actions by various government agencies and

domestic and international economic and political developments, may cause sharp market

fluctuations which could adversely affect the Funds' portfolios and performance. 2.1 Convertible Securities Convertible securities are bonds, debentures, notes, preferred stocks or other securities that may be

converted into or exchanged for a specified amount of common stock of the same or different issuer

within a particular period of time at a specified price or formula. A convertible security entitles the

holder to receive interest that is generally paid or accrued on debt or a dividend that is paid or accrued on

preferred stock until the convertible security matures or is redeemed, converted or exchanged.

Convertible securities have unique investment characteristics in that they generally (i) have higher yields

than common stocks, but lower yields than comparable non-convertible securities; (ii) are less

subject to fluctuation in value than the underlying common stock due to their fixed-income

characteristics and (iii) provide the potential for capital appreciation if the market price of the

underlying common stock increases. The value of a convertible security is a function of its "investment value" (determined by its yield in

comparison with the yields of other securities of comparable maturity and quality that do not have a

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conversion privilege) and its "conversion value" (the security's worth, at market value, if converted

into the underlying common stock). The investment value of a convertible security is influenced by

changes in interest rates, with investment value declining as interest rates increase and increasing as

interest rates decline. The credit standing of the issuer and other factors may also have an effect on the

convertible securities investment value. The conversion value of a convertible security is determined by

the market price of the underlying common stock. If the conversion value is low relative to the

investment value, the price of the convertible security is governed principally by its investment value.

To the extent the market price of the underlying common stock approaches or exceeds the conversion

price, the price of the convertible security will be increasingly influenced by its conversion value. A

convertible security generally will sell at a premium over its conversion value by the extent to which

investors place value on the right to acquire the underlying common stock while holding a fixed-income

security. Generally, the amount of the premium decreases as the convertible security approaches

maturity. A convertible security may be subject to redemption at the option of the issuer at a price established

in the convertible security's governing instrument. If a convertible security held by a Fund is called for

redemption, that Fund will be required to permit the issuer to redeem the security, convert it into the

underlying common stock or sell it to a third party. Any of these actions could have an adverse effect on

a Fund’s ability to achieve its investment objective. The following section outlines some of the risks

specifically relevant to a strategy for investing in Convertible Bonds. Default Risk. Default risk is the principal risk that an investor faces. This arises when the company does

not make timely and/or complete re-payment of its obligations. Liquidity Risk. The Funds may invest in securities for which no liquid market exists. The market prices, if

any, for such securities tend to be volatile and may not be readily ascertainable and the Fund may not

be able to sell them when it desires to do so or to realize what it perceives to be their fair value in the

event of a sale. The sale of restricted and illiquid securities often requires more time and results in higher

brokerage charges or dealer discounts and other selling expenses than does the sale of securities

eligible for trading on national securities exchanges or in the over-the-counter markets. The Fund may

not be able to readily dispose of such illiquid investments and, in some cases, may be contractually

prohibited from disposing of such investments for a specified period of time. In addition, in certain

circumstances, governmental or regulatory approvals may be required for the Fund to dispose of

an investment. Restricted securities may sell at a price lower than similar securities that are not

subject to restrictions on resale. Leverage and Financing Risk. The capital of the Fund may be leveraged because the Investment

Manager believes that the use of leverage may enable the Fund to achieve a higher rate of return.

Accordingly, the Fund pledges its securities in order to borrow additional funds for investment purposes.

While leverage presents opportunities for increasing the total return of the Fund, it has the effect of

potentially increasing losses as well. Accordingly, any event which adversely affects the value of an

investment by Fund would be magnified to the extent the Fund is leveraged. The cumulative effect

of the use of leverage by the Fund in a market that moves adversely to the Fund’s investments could

result in a substantial loss which would be greater than if the Fund were not leveraged. Country Risk As the Company will invest in assets in the UK, the geographical exposure of the

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portfolio may tend be concentrated. In particular, the portfolio will be exposed to adverse events

Political, Economic or Financial events in such countries. The value of the investments could therefore

decline as a result of economic developments such as poor or negative economic growth, poor balance

of payments data, high interest rates or rising inflation. The foregoing list of risk factors does not purport to be a complete enumeration or explanation of the

risks involved in an investment in the Fund. Prospective investors should read this entire Supplement

to the Listing Particulars of AIGO HOLDINGS PCC, the AIGO LP and the memorandum and articles of

association of the Company, as amended from time to time, and consult with their own advisors

before deciding whether to invest in the Fund.

3. INFORMATION RELATING TO SHARES 3.1 Subscriptions The Company will offer Cell Shares on the terms of the AIGO LP and the relevant Supplement to the

Listing Particulars of AIGO HOLDINGS PCC. Details of the rights attaching to each class of Cell Shares are

set out above and, where applicable, the relevant to the Listing Particulars of AIGO HOLDINGS PCC. All

applications for Cell Shares must be made using the Application Form provided by the Company and

must be received by the Administrator by 5.00 pm (Mauritius time) on the Closing Date in relation

to the particular Offer, or 5.00 pm (Mauritius time) on the Valuation Day immediately preceding the

relevant Dealing Day in relation to subsequent investments, or such other date or time as determined by

the Directors. Any a p p l i c a t i o n r e c e i v e d a f t e r s u c h t i m e s h a l l n o t b e p r o c e s s e d . The

subscription moneys payable must also be received by the Administrator no later than

5.00 pm (Mauritius time) on the Closing Date (or the relevant Dealing Day, as the case may be). Cell

Shares will then be available for subscription at the Subscription Price as at each Dealing Day. A separate

series of Cell Shares will be issued on each Dealing Day on which Cell Shares of the relevant class are

subscribed. Fractions of Cell Shares will be issued, if required. All Cell Shares will be issued in registered

book stock form. The Company reserves the right to reject any application in whole or part at its absolute discretion, in

which event the amount paid on application or the balance thereof (as the case may be) will be returned

(without interest) as soon as practicable at the risk and cost of the applicant. The Administrator will issue a written confirmation to successful applicants confirming acceptance of

their application. Once completed applications have been received by the Administrator, they are

irrevocable. Applications for Cell Shares will not be dealt with and Cell Shares will not be issued until receipt of

notification that an applicant’s funds have been cleared in the full amount of the subscription. Subject

thereto, Cell Shares are deemed to be issued on the relevant Dealing Day. Minimum Investment in any Cell The minimum initial investment is GBP 75,000. The minimum amount of additional subscriptions for

such Cell Shares is GBP 50,000 or such lesser amount as the Directors may in any particular case

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determine.

Ineligible Applicants

The Application Form requires each prospective applicant for Cell Shares to represent and warrant to

the Company that, among other things, it is able to acquire and hold Cell Shares without violating

applicable laws. Shares may not be offered, issued or transferred to any person in circumstances which, in the opinion of

the Directors, might result in any Cell or the Company incurring any liability to taxation or suffering any

other pecuniary disadvantage which any Cell or the Company might not otherwise incur or suffer, or

would result in the Cells or the Company being required to register under any applicable US securities

laws. Cell Shares may not be issued or transferred to any US Person, except that the Directors may authorise

the issue or transfer of Cell Shares to or for the account of a US Person provided that:

(a) such US Person is a US Tax-Exempt Investor which certifies that it is an “accredited investor” and

a “qualified purchaser”, in each case as defined under US federal securities laws;

(b) such issue or transfer does not result in a violation of the 1933 Act or the securities

laws of any of the states of the United States;

(c) such issue or transfer will not require the Company to register under the 1940 Act or to file a

prospectus with the US Commodity Futures Trading Commission or the US National Futures

Association pursuant to regulations under the CEA;

(d) such issue or transfer will not cause any assets of the Company to be “plan assets” for the

purposes of ERISA; and

(e) such issue or transfer will not result in any adverse regulatory or tax consequences to the

Company or its Shareholders as a whole. Each applicant for, and transferee of, Cell Shares who is a US Person and a US Tax- Exempt Investor

will be required to provide such representations, warranties or documentation as may be required

by the Directors to ensure that these requirements are met prior to the issue or the registration of any

transfer of Cell Shares. If a transferee is not already a Shareholder, it will be required to complete the

appropriate application form. The payment for any subscription of Cell Shares must be made in British Pound Sterling by telegraphic

transfer in accordance with the instructions specified in the relevant to the Listing Particulars of AIGO

HOLDINGS PCC. Payment will be considered to have been validly received if irrevocable transfer instructions have

been given to the subscriber's bank such that payment is received not later than 5.00 p.m. (Mauritian

time) on the Closing Date of the relevant offering (or the Valuation Day immediately preceding the

relevant Dealing Day, as the case may be). All bank charges incurred in respect of a telegraphic transfer shall be borne by the applicant.

3.2 Redemptions

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Shareholders may request a redemption of Cell Shares, on ten days’ prior written notice to the

Administrator, as of the last Business Day of each calendar month throughout the term of the Company

(each a “Redemption Date”) at a redemption price per Cell Share equal to the Net Asset Value per Cell

Share of the relevant class as at the immediately preceding Valuation Day. If in connection with any Redemption Date the Company receives redemption requests in relation to a

particular Cell that in the aggregate exceed 10% of the outstanding Shares in that Cell (excluding

shares representing Special Situation investments) as of such Redemption Date, the Company may

reduce all such requests pro rata based on the amounts of such requests so that only 10% (or more, in

the sole discretion of the Directors) of outstanding Shares (excluding shares representing Special

Situation Investments) are redeemed on such Redemption Date (the "Gate"). Any unsatisfied redemption requests, or portions thereof, will remain at risk in the relevant Cell and

will be satisfied as of the next Redemption Date, subject to any application of the Gate on such

Redemption Date and, if necessary, subsequent Redemption Dates, in each case subject to the

application of the Gate; provided that any redemption request that is not fully satisfied on any Redemption

Date shall have priority over any subsequent redemption requests in relation to the following Redemption

Date. Redemption requests must be made by completion of a redemption notice in the form provided by the

Cell or as otherwise approved by the Directors. Redemption requests are irrevocable unless the

Directors have declared a suspension of calculation of the Net Asset Value. If redemption would cause

the value of the Cell Shares held by a Shareholder to fall below GBP 50,000, then the Directors

have the right to require the compulsory redemption of all Cell Shares held by such Shareholder. Redemption requests may be submitted by fax to the Administrator at fax number

+(230) 4663264 . Attn: the Investor Relations Department provided that:

(a) the original signed redemption request is received by the Administrator prior to the

Redemption Date; and (b) the investor receives written confirmation from the Administrator that the faxed redemption

request has been received. The Administrator will confirm in writing within 5 Business Days of receipt all faxed redemption

requests which are received in good order. Investors failing to receive such written confirmation from the

Administrator within 5 Business Days should contact the Investor Relations Department at the

Administrator at telephone number ++(230) 466 0381 or fax number ++(230) 4663264 to obtain the

same. Failure to receive such written confirmation will render faxed instructions void.

Settlement of redemptions will generally take place within thirty (30) days after the Redemption Date,

although, in the case of a redemption of a Shareholder's entire holding of Cell Shares, the Directors

reserve the right to retain up to ten percent (10%) of the settlement proceeds until after completion of

the annual audit for the year in which the redemption occurs is completed to confirm the accuracy of

the amount or to comply with applicable regulatory requirements.

In circumstances where a Cell is unable to liquidate securities positions in an orderly manner in order to

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Cell redemptions or where the value of the assets and liabilities of a Cell cannot reasonably be

determined, the Directors may extend such thirty (30) day settlement period to effect settlements of

redemptions or it may even suspend redemptions. The Directors may in their discretion settle

redemptions in kind, or partially in cash and partially in kind. Any such distribution “in kind” will not materially prejudice the interests of the remaining

Shareholders. Cash settlements will be remitted by wire transfer to an account designated by the

Shareholder at the Shareholder’s bank as specified by the Shareholder’s written redemption notice. A

Shareholder has no rights with regard to Cell Shares to be redeemed after the close of business on

the date as of which the Redemption Price is calculated, except to receive the Redemption Price

therefor. The Company may, in the absolute discretion of the Directors, refuse to make a payment of

redemption proceeds if the Directors suspect or are advised that such payment may result in a breach

or violation of any anti-money laundering law in any jurisdiction, or such refusal is necessary to ensure

the compliance by the Company, the Directors or the Administrator with any anti-money laundering law in

any relevant jurisdiction. Net Asset Value determinations are based on the market value of the assets of a particular Cell as

of the Valuation Date immediately preceding the relevant Redemption Date, after deducting all

accrued debts and liabilities of the Cells, including any contingencies for which reserves are

determined to be required. Such deductions will include all fees earned but not yet paid. The Board shall also have the right to require the compulsory redemption of Cell Shares held by a

Shareholder, as set out in the IM. 3.3 Anti-Money Laundering - Mauritius As part of the Company's responsibility for the prevention of money laundering, the Company will

require a detailed verification of the applicant’s identity and the source of the payment. Full details of the

information required from each investor are set out in the AIGO LP.

3.4 Valuation Determination of Net Asset Values and Possible Suspensions The Administrator will calculate the Net Asset Value under the overall supervision of the Board and, where

necessary, will consult with the Investment Manager. Details of the valuation methodology are set out in

the AIGO LP. The Directors are empowered temporarily to suspend the calculation of the Net Asset Value of the

Fund which will automatically lead to the suspension of subscriptions and redemptions for Shareholders

of the Fund and may do so in any events set out under the heading Suspension of the Issue of Shares

in the AIGO LP. No issue or redemption of Shares will take place during any period when the calculation

of the Net Asset Value is suspended. The Directors will take all reasonable steps to bring any period of

suspension to an end as soon as possible. 3.5 Transfer of Participating Shares The Shares are freely transferable subject to the provisions of the Articles. The Directors may only refuse

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to register a transfer of a Share where such transfer would result in a regulatory, pecuniary, legal,

taxation or material administrative disadvantage to the Company or the Shareholders as a whole.

Further details relating to the transfer of Shares are set out in the AIGO LP. 3.6 Compulsory Redemption The Directors will have the right to compulsorily redeem a holding of Shares in the Fund in the

circumstances set out in the AIGO LP.

4. FEES AND EXPENSES 4.1 Management Fee The Company will pay out of the assets of the Fund an Initial Charge and a management fee monthly in

arrears to the Investment Manager. The Initial Charge will be 1.00% of the amount of the Initial

Subscription or asset under management. The Annual Management Fee will be charged at a rate of 0.5%

per annum of the assets under Management and payable quarterly in arrears. Each Fund will also be

liable to pay the reasonable out-of-pocket expenses properly incurred by the Investment Manager in the

performance of its duties under the Investment Management Agreement. The Management Fee is payable to the Investment Manager within ten (10) Business Days after it

becomes due. 4.2 Administrator's Fees The Company will pay, out of the assets of each Fund, a monthly fee to the Administrator which is charged at the Administrator's normal commercial rates. 4.3 Organization Costs The costs and expenses associated with the establishment and organization of the Company and

the Funds ("Organisation Costs") including government incorporation charges, and the preparation of

basic corporate and contract documents are expected to be approximately GBP 38,000. The initial

Organisation Costs will be payable pro rata by the Funds out of the proceeds of the initial issue of Shares

in each Fund and will be amortized for five years in accordance with International Financial Reporting

Standards. 4.4 Other Operating Expenses The Company will pay all expenses incidental to its operations and business out of the assets of each

Fund, including the fees of its directors, auditors and legal advisors; any income, withholding or other

taxes; the cost of maintaining its registered office; and the cost of communicat ions with

Participating Shareholders and prospective investors . These costs will be charged to all

Funds in proportionate to the assets under management in each fund.

5. ACCOUNTS AND FINANCIAL REPORTS The fiscal year of the Fund and the Company ends on 31 December of each year. For avoidance of

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doubt, the first financial year end falls on 31 December 2013. The financial statements of the Fund will

be prepared in accordance with International Financial Reporting Standards (“IRFS”). Where there is

any variance between IFRS and the valuation policies adopted by the Administrator, appropriate

reconciliations will be undertaken. Annual Report The Company will send by email to each registered Shareholder an annual report (including audited financial statements) of the Fund for the preceding fiscal year within 6 months from the date of the accounts or such other period as may be specified by applicable laws. The Fund’s first annual report will be made with respect to the fiscal year ending 31 December 2013. As at the date of the AIGO LP, the Company has recently commenced trading and the Auditor has not prepared any financial statements or accounts, and the Company has no loan capital (including term loans) outstanding or created but unissued, nor any outstanding mortgages, charges or other borrowings, including bank overdrafts and liabilities under acceptances or acceptance credits, hire purchase commitments, guarantees or other contingent liabilities, and no dividends have been declared.

6. LITIGATION Since the date of its incorporation the Company has not engaged in any governmental, legal or

arbitration proceedings nor are the Directors aware of any pending or threatened governmental,

legal or arbitration proceedings. 7. INSPECTION OF DOCUMENTS Copies of the following documents are available for inspection at the registered office of the Company,

and at the offices of the Administrator during business hours on weekdays, except Saturdays and

public holidays for a period of 14 days from the date of this document or for the duration of the offer

period, if longer: (a) the Certificate of Incorporation and Constitution of the Company;

(b) the Administration Agreement;

(c) the Investment Management Agreement;

(d) Auditor's letter of consent;

(e) the Companies Law;

(f) the AIGO LP; and

(g) the Supplement to the AIGO LP.