INFORMATION MEMORANDUM

IN RESPECT OF THE

KENANGA INCOME FUND - SERIES 2

Manager: Kenanga Investors Berhad (Company No. 353563-P)

Trustee: CIMB Commerce Trustee Berhad

(Company No. 313031-A)

This Information Memorandum is dated 23 December 2016 This Information Memorandum is issued to replace the information memorandum for Kenanga Income Fund – Series 2 dated 18th March 2016

Investors are advised to read and understand the contents of this Information Memorandum. If in doubt, please consult a professional adviser before subscribing

to Units of the Kenanga Income Fund - Series 2.

This page is intentionally left blank.

TABLE OF CONTENTS

Page No.

RESPONSIBILITY STATEMENTS AND STATEMENTS OF DISCLAIMER i

DEFINITION ii

CHAPTER 1: KEY DATA 1

CHAPTER 2: RISK FACTORS 4

2.1 General Risks of Investing in Wholesale Fund 4

2.2 Specific Risks related to the Fund 5

2.3 Risk Management 5

CHAPTER 3: FUND INFORMATION 6

3.1 Investment Objective 6

3.2 Investment Policy and Strategy 6

3.3 Asset Allocation 6

3.4 Benchmark 6

3.5 Permitted Investments 7

3.6 Income Distribution 7

3.7 Bases of Valuation of the Assets of the Fund and Valuation of the Fund 7 3.7.1 Bases of Valuation of the Assets of the Fund 7 3.7.2 Valuation of the Fund 8

CHAPTER 4: FEES, CHARGES AND EXPENSES 9

4.1 Sales Charge 9

4.2 Redemption Charge 9

4.3 Management Fee 9

4.4 Trustee Fee 9

4.5 Other Expenses Directly Related to the Fund 9

4.6 Reduction or Waiver of Fees 10

CHAPTER 5: TRANSACTION INFORMATION 11

5.1 Pricing Policy 11

5.2 Valuation Point of the Fund 11

5.3 Computation of NAV and how the Management Fee and Trustee Fee are calculated: 11

5.4 Subscription of Units 11

5.5 Redemption of Units 12

CHAPTER 6: MANAGEMENT COMPANY 13

6.1 The Manager 13

6.2 Duties and Responsibilities of the Manager 13

6.3 Board of Directors 13

6.4 Key Personnel of the Manager 14

CHAPTER 7: TRUSTEE 16

7.1 Background of the Trustee 16

7.2 Experience as Trustee to Unit Trust Funds 16

7.3 Statement of Responsibility by the Trustee 16

7.4 Trustee’s Delegate 17

7.5 Trustee’s Obligation 17

CHAPTER 8: SALIENT TERMS OF THE DEED 18

8.1 Unit Holders’ Rights and Liabilities 18

8.2 Termination of the Fund 18

8.3 Power to Call For A Meeting 18

CHAPTER 9: OTHER INFORMATION 20

9.1 Unclaimed Moneys 20

9.2 Unclaimed Income Distribution 20

9.3 Anti-Money Laundering, Anti-Terrorism Financing and Proceeds of Unlawful Activities Act 2001 (“AMLATFPUAA”) 20

9.4 No Guarantee 20

i

RESPONSIBILITY STATEMENTS AND STATEMENTS OF DISCLAIMER

This Information Memorandum has been seen and approved by the directors of Kenanga Investors Berhad and they collectively and individually accept full responsibility for the accuracy of all information contained herein and confirm, having made all enquiries which are reasonable in the circumstances, that to the best of their knowledge and belief, there are no other facts omitted which would make any statement herein misleading. The Securities Commission Malaysia will not be liable for any non-disclosure on the part of Kenanga Investors Berhad and takes no responsibility for the contents of this Information Memorandum, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from, or in reliance upon the whole or any part of the content of this Information Memorandum. SOPHISTICATED INVESTORS SHOULD RELY ON THEIR OWN EVALUATION TO ASSESS THE MERITS AND RISKS OF THE INVESTMENT. IN CONSIDERING THE INVESTMENT, INVESTORS WHO ARE IN DOUBT AS TO THE ACTION TO BE TAKEN SHOULD CONSULT THEIR PROFESSIONAL ADVISERS IMMEDIATELY. Additional Statements Sophisticated Investors should note that they may seek recourse under the Capital Markets and Services Act 2007 for breaches of securities laws and regulations including any statement in the Information Memorandum that is false, misleading, or from which there is a material omission; or for any misleading or deceptive act in relation to the Information Memorandum or the conduct of any other person in relation to the Fund. The Fund will not be offered for sale in the United States of America, its territories or possessions and all areas subject to its jurisdiction, or to any U.S. Person(s). Accordingly, investors may be required to certify that they are not U.S. Person(s) before making an investment in the Fund.

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DEFINITION

BNM Refers to Bank Negara Malaysia. Business Day Means a day on which commercial banks settle payments in

Kuala Lumpur.

CMSA Means the Capital Markets and Services Act 2007.

Deed Means the deed entered into between the Manager and the Trustee dated 30 November 2015 in respect of the Fund, including any supplemental deeds thereto.

deposit(s) Has the same meaning as defined in the Financial Services Act 2013.

development financial institution

Means a development financial institution prescribed by and regulated under the Development Financial Institutions Act 2002.

financial institution Means: (a) if the institution is in Malaysia-

(i) licensed bank; (ii) licensed investment bank; (iii) licensed Islamic bank; or (iv) Malaysia Building Society Berhad or such other

institution that is approved or authorised to provide similar business as Malaysia Building Society Berhad under any relevant laws of Malaysia;

and

(b) if the institution is outside Malaysia, any institution that is licensed, registered, approved or authorised by the relevant banking regulator to provide financial services.

Fund Means the Kenanga Income Fund - Series 2. GST Refers to the tax levied on goods and services pursuant to

the Goods and Services Tax Act 2014.

Guidelines Means the Guidelines on Unlisted Capital Market Products under the Lodge and Launch Framework issued by the SC and any other relevant guidelines issued by the SC.

Information Memorandum Refers to the information memorandum of this Fund

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Manager or KIB Means Kenanga Investors Berhad (353563-P).

Management Fee Is a percentage of the NAV of the Fund that is paid to the Manager for managing the Fund.

Net Asset Value or NAV

Mean the NAV of the Fund is determined by deducting the value of all the Fund’s liabilities from the value of all the Fund’s assets, at the valuation point.

NAV per Unit Mean the Net Asset Value of the Fund at a particular valuation point divided by the number of Units in circulation at that same valuation point.

RM or Ringgit Malaysia Mean the lawful currency of Malaysia.

SC Mean the Securities Commission Malaysia.

short to medium-term A period of 2 years and below.

Sophisticated Investor Refers to:-

High-Net-Worth Individual an individual whose total net personal assets, or total

net joint assets with his or her spouse, exceeds RM3 million or its equivalent in foreign currencies, excluding the value of the individual’s primary residence;

an individual who has a gross annual income exceeding RM300,000 or its equivalent in foreign currencies per annum in the preceding 12 months;

an individual who, jointly with his or her spouse, has a gross annual income exceeding RM400,000 or its equivalent in foreign currencies per annum in the preceding 12 months;

High-Net-Worth Entity

a corporation with total net assets exceeding RM10 million or its equivalent in foreign currencies based on the last audited accounts;

a partnership with total net assets exceeding RM10 million or its equivalent in foreign currencies;

a company that is registered as a trust company under the Trust Companies Act 1949 which has assets under management exceeding RM10 million or its equivalent in foreign currencies;

a corporation that is a public company under the Companies Act 1965 which is approved by the SC to be a trustee under the CMSA and has assets under management exceeding RM10 million ringgit or its equivalent in foreign currencies;

a pension fund approved by the Director General of Inland Revenue under the Income Tax Act 1967;

a statutory body established by an Act of Parliament or an enactment of any State;

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Accredited Investor

Central Bank of Malaysia established under the Central Bank of Malaysia Act 2009;

a holder of a Capital Markets Services Licence; an executive director or chief executive officer of a

holder of a Capital Markets Services Licence; a unit trust scheme or a prescribed investment scheme; a closed-end fund approved by the SC; a licensed institution as defined in the Financial Services

Act 2013 or an Islamic bank as defined in the Islamic Financial Services Act 2013;

a Labuan bank as defined under the Labuan Financial Services and Securities Act 2010;

an insurance company registered under the Financial Services Act 2013;

an insurance licensee licensed under the Labuan Financial Services and Securities Act 2010;

a takaful licensee licensed under the Labuan Financial Services and Securities Act 2010;

a takaful operator registered under the Islamic Financial Services Act 2013; and

a private retirement scheme as defined in the CMSA.

Special Resolution Means a resolution passed at a meeting of Unit Holders duly convened in accordance with the Deed and carried by a majority in number representing at least three-fourths of the Unit Holders present and voting at the meeting in person or by proxy; for the avoidance of doubt, “three-fourths of the Unit Holders present and voting at the meeting in person or by proxy” means three-fourths of the votes cast by the Unit Holders present and voting; for the purposes of winding-up the Fund, “Special Resolution” means a resolution passed at a meeting of Unit Holders duly convened in accordance with this Deed by a majority in number holding not less than three-fourths of the value of the votes cast by the Unit Holders present and voting at the meeting in person or by proxy.

Trustee

Means CIMB Commerce Trustee Berhad (Company no. 313031-A).

Trustee Fee Is a percentage of the NAV of the Fund that is paid to the

Trustee for acting as the trustee for the Fund.

Unit Refers to an undivided share in the beneficial interest and/or right in the Fund and a measurement of the interest and/or right of a Unit Holder in the Fund and means a unit of the Fund.

Unit Holder(s) / Investor(s) Refers to Sophisticated Investors for the time being registered as the holder of Units in the Fund, including a jointholder.

v

U.S. (United States) Person(s)

Means: (a) a U.S. citizen (including those who hold dual

citizenship or a greencard holder); (b) a U.S. resident alien for tax purposes; (c) a U.S. partnership; (d) a U.S. corporation; (e) any estate other than a non-U.S. estate; (f) any trust if:

(i) a court within the U.S. is able to exercise primary supervision over the administration of the trust; and

(ii) one or more U.S. Persons have the authority to control all substantial decisions of the trust;

(g) any other person that is not a non-U.S. Person; or (h) any definition as may be prescribed under the Foreign

Account Tax Compliance Act, as may be amended from time to time.

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CHAPTER 1: KEY DATA This section contains a summary of the salient information about the Fund.

Information about the Fund

Name Kenanga Income Fund - Series 2.

Fund Type Income.

Fund Category Fixed Income.

Investment Objective

The Fund seeks to provide Investors with regular income stream while maintaining capital stability.

Investment Policy and Strategy

The Fund seeks to achieve its objective by investing up to 100% of its NAV in placements of deposits with financial institutions and development financial institutions, money market instruments and fixed income securities. The investment strategy will involve actively managing the maturities and durations of each investment in order to have a well-diversified portfolio for the Fund. The Fund will be strategized to focus on achieving the investment objective of the Fund without compromising on the capital preservation*. The Fund will also be proactively managed to meet the potential liquidity requirements. * Please note that the Fund is neither a capital guaranteed nor a capital protected fund.

Asset Allocation

The Fund’s portfolio will be structured as follows:-

Up to 100% of its NAV will be invested in placements of

deposits, money market instruments and fixed income securities.

Principal Risks

Interest rate risk Liquidity risk Credit and Default risk

Benchmark

Maybank 1 month fixed deposits rate. Source: www.maybank2u.com Investors should be aware that investing in the Fund is not the same as placements in the Maybank 1 month fixed deposits. The capital and returns of the Fund are not guaranteed and there are risks involved. Hence, the risk profile of the Fund does not reflect that of the Maybank 1 month fixed deposits. The Fund has a higher risk profile than the Maybank 1 month fixed deposits.

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Investors’ Profile

The Fund is suitable for Investors who:- seek regular income with capital stability; have low risk tolerance; and have short to medium-term investment horizon.

Financial Year End

The period of twelve (12) months ending on the 31st day of December of every calendar year, for the avoidance of doubt, the first financial year shall commence on the date of the first information memorandum and shall end on a date which does not exceed eighteen (18) months of the date of the first information memorandum.

Transaction Information

Minimum Initial Investment

RM100,000 or such other lower amount as the Manager may prescribe from time to time.

Minimum Additional Investment

RM100,000 or such other lower amount as the Manager may prescribe from time to time.

Minimum Redemption Amount

50,000 Units or such other lower amount as the Manager may prescribe from time to time.

Conditions for Redemption

Unit Holders may redeem their investments in the Fund on any Business Day by completing the prescribed redemption request form or such other manner as the Manager may accept and returning it to the Manager on any Business Day. The redemption request form is available at the office of the Manager. All such requests must be received by the Manager on or before the cut-off time of 11.00 a.m. on a Business Day. Any requests received after 11.00 a.m. will be treated as having been received the following Business Day. Redemption proceeds are based on the NAV per Unit of the Fund at the close of a Business Day on the day the redemption request form is received by the Manager. Redemption proceeds will be paid to Unit Holders on the next Business Day upon receipt of the redemption request form.

Transfer Facility Transfer facility is not available for the Fund.

Switching Facility

Switching facility is not available for the Fund.

Fees and Charges

Expenses directly incurred by Unit Holders

Sales Charge

None.

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Redemption Charge

None.

Expenses indirectly incurred by Unit Holders.

Management Fee

Up to zero point three zero per centum (0.30%) per annum of the NAV of the Fund. The Management Fee is calculated and accrued daily and payable monthly.

Trustee Fee

Up to zero point zero two per centum (0.02%) per annum of the NAV of the Fund. The Trustee Fee is calculated and accrued daily and payable monthly.

Other Expenses

Only expenses directly incurred by the Fund will be charged to the Fund. These expenses relate primarily to the administration of the Fund. These expenses include auditor’s fees and other relevant professional fees, foreign custodial charges (if applicable), cost of distribution of quarterly or annual reports, tax certificates, reinvestment statements and other notices to Unit Holders.

Other Information Distribution Policy Subject to the availability of income, income will be distributed on a

monthly basis.

ALL FEES AND CHARGES PAYABLE TO THE MANAGER AND THE TRUSTEE ARE SUBJECT TO GST THAT IS IMPOSED BY THE GOVERNMENT OR OTHER AUTHORITIES FROM TIME TO TIME. SOPHISTICATED INVESTORS ARE ADVISED TO READ THE INFORMATION MEMORANDUM AND OBTAIN PROFESSIONAL ADVICE BEFORE SUBSCRIBING TO THE UNITS.

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CHAPTER 2: RISK FACTORS

2.1 General Risks of Investing in Wholesale Fund

Below are some of the general risks which Unit Holders should be aware of when investing in the Fund. Market risk – Market risk refers to the possibility that an investment will lose value because of a general decline in financial markets, due to economic, political and/or other factors, which will result in a decline in the Fund’s NAV. Fund management risk – Investors rely on the experience and expertise of the fund management team of the Manager to make investment decisions for the Fund. A failure on the part of the fund management team to display the requisite experience and expertise expected of them in making such decisions may jeopardize the Fund’s performance and returns. Performance risk – The performance of the Fund depends on the investments of the Fund. If there is a downgrade in the issuer rating or default, there will be a negative impact on the performance of the Fund. The performance of the Fund may also be affected if the allocation of assets is not properly done. This is where the experience and expertise of the fund managers are important as highlighted in the fund management risk write-up above. In view of the aforesaid, there is never a guarantee that investing in the Fund will produce the desired investment returns or the distribution of income. Inflation risk – This is the risk that Investors’ investment in the Fund may not grow or generate income at a rate that keeps pace with inflation. This would reduce Investors’ purchasing power even though the value of the investment in monetary terms has increased.

Risk of non-compliance – The Fund has been established in accordance with the provisions of the Deed and the Guidelines. There is a risk that the Manager may not observe the rules whether intentionally or inadvertently. Whilst non-compliance with the rules governing the Fund will not necessarily result in losses to the Fund, Investors cannot discount the risk that losses may be suffered by the Fund if the non-compliance with the rules is sufficiently serious and may affect the value of the Fund. This may occur, for instance, if the Manager decides to buy an instrument which is not permitted, whether intentionally or inadvertently, and thereafter having to sell that instrument at a loss to the Fund.

Operational risk – This risk refers to the possibility of a breakdown in the Manager’s internal controls and policies. The breakdown may be a result of human error (for instance the keying of wrong details), system failure (causing unnecessary downtime) or even fraud (where employees of the Manager colludes with one another). This risk may cause monetary loss to the Fund and/or inconvenience to Investors. The Manager will regularly review its internal policies and system capability to minimize the occurrence of this risk. Additionally the Manager maintains a strict segregation of duties to minimize occurrence of fraudulent practices amongst employees of the Manager.

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2.2 Specific Risks related to the Fund

The specific risks affecting investments in this Fund may include but are not limited to: Interest rate risk – Interest rate risk refers to the impact of interest rate changes on the valuation of fixed income securities. When interest rates rise, fixed income securities prices generally decline and this may lower the market value of the Fund’s investment in fixed income securities. The reverse may apply when interest rates fall.

Liquidity risk – Liquidity risk refers to the ease of liquidating an asset depending on the asset’s volume traded in the market. If the Fund holds assets that are illiquid, or are difficult to dispose of, the value of the Fund will be negatively affected when it has to sell such assets at unfavourable prices.

Credit and Default risk – Credit risk relates to the creditworthiness of the issuers of the fixed income securities and their expected ability to make timely payment of interest and/or principal. Any adverse situations faced by the issuer may impact the value as well as liquidity of the fixed income securities. In the case of rated fixed income securities, this may lead to a credit downgrade. Default risk relates to the risk that an issuer of a fixed income security either defaulting on payments or falling to make payments in a timely manner which will in turn adversely affect the value of the fixed income securities. This could adversely affect the value of the Fund.

2.3 Risk Management

Portfolio risk management is central to the Manager’s investment process. Portfolio risk management can therefore include the application of policies, procedures and practices which continually seek to identify, analyze, assess, control and mitigate unacceptable risk as it accumulates and/or concentrates within a portfolio. For fixed income securities, the Manger adopts an active management by conducting research on macro fundamentals, market valuations, sector outlook, company financial position and valuation to mitigate investment risks. INVESTORS ARE ADVISED TO READ THE INFORMATION MEMORANDUM TO ASSESS THE RISKS OF THE FUND. IF NECESSARY, CONSULT YOUR PROFESSIONAL ADVISER(S) FOR A BETTER UNDERSTANDING OF THE RISKS BEFORE MAKING AN INVESTMENT DECISION.

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CHAPTER 3: FUND INFORMATION

3.1 Investment Objective

The Fund seeks to provide Investors with regular income stream while maintaining capital stability. Any material changes to the investment objective of the Fund would require the approval of Unit Holders.

3.2 Investment Policy and Strategy

The Fund seeks to achieve its objective by investing up to 100% of its NAV in placements of deposits with financial institutions and development financial institutions, money market instruments and fixed income securities. The investment strategy will involve actively managing the maturities and durations of each investment in order to have a well-diversified portfolio for the Fund. The Fund will be strategized to focus on achieving the investment objective of the Fund without compromising on the capital preservation*. The Fund will also be proactively managed to meet potential liquidity requirements. The Manager may take temporary defensive position which may be inconsistent with Fund’s strategy by reducing its investment and increase liquidity level of the Fund during adverse market conditions to safeguard the Unit Holders’ interest. * Please note that the Fund is neither a capital guaranteed nor a capital protected fund.

3.3 Asset Allocation

Up to 100% of its NAV will be invested in placements of deposits, money market

instruments and fixed income securities.

3.4 Benchmark

Maybank 1 month fixed deposits rate. Source: www.maybank2u.com Investors should be aware that investing in the Fund is not the same as placements in the Maybank 1 month fixed deposits. The capital and returns of the Fund are not guaranteed and there are risks involved. Hence, the risk profile of the Fund does not reflect that of the Maybank 1 month fixed deposits. The Fund has a higher risk profile than the Maybank 1 month fixed deposits.

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3.5 Permitted Investments

Unless otherwise prohibited by the relevant authorities or any relevant law and provided always that there are no inconsistencies with the objective of the Fund, the Fund may invest in the following:

Placements of deposits with financial institutions and development financial

institutions;

Money market instruments;

Fixed income securities, commercial papers and medium-term notes;

Malaysian government securities issued by the government of Malaysia;

Bank Negara monetary notes or its equivalent issued by BNM; or

Any other form of investments as may be determined by the Manager from time to time that is in line with the Fund’s objective.

3.6 Income Distribution

Subject to the availability of income, income will be distributed on a monthly basis.

3.7 Bases of Valuation of the Assets of the Fund and Valuation of the Fund

3.7.1 Bases of Valuation of the Assets of the Fund

Investment Instruments Valuation Basis

Fixed income securities Unquoted debt securities and Malaysian government securities will be valued on a daily basis based on fair value prices quoted by a bond pricing agency (“BPA”) registered with the SC. If the Manager is of the view that the price quoted by the BPA for a specific bond differs from the market price by more than twenty (20) basis points, the Manager may use the market price. In the absence of reliable market quotation, valuation should be the average price obtained from at least three (3) independent dealers.

Fixed deposits Fixed deposits are valued each day by reference to the value of such investments and the interest accrued thereon for the relevant period.

Money market instruments Money market instruments will be valued on a daily basis by reference to the principal value of such investment and the profit accrued thereon for the relevant period.

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Foreign exchange rate conversion Where the value of an asset of the Fund is denominated in a foreign currency (if any), the assets are translated on a daily basis to RM using the bid foreign exchange rate quoted by either Reuters or Bloomberg, at United Kingdom time 4.00 p.m. the same day.

Any other instruments Fair value as determined in good faith by the Manager, on methods or bases which have been verified by the auditors of the Fund and approved by the Trustee.

3.7.2 Valuation of the Fund

The Fund will be valued at the end of every Business Day. The Fund adopts a forward pricing basis which means that the price of the Units will be calculated based on the NAV per Unit at the next valuation point. The price of Units in respect of application for Units or request for redemption received on or before the cut-off time of 11.00 a.m. on the Business Day (T), say, Monday, will be based on the valuation of the Units done on the same Business Day and will be available on the next day, i.e. Tuesday (T+1). If the Fund invests in foreign fixed income securities, the price of Units in respect of application for Units or request for redemption will be available on the following day, i.e. Wednesday (T+2).

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CHAPTER 4: FEES, CHARGES AND EXPENSES Expenses directly incurred by Unit Holders.

4.1 Sales Charge

The Manager does not intend to impose any sales charge.

4.2 Redemption Charge

The Manager does not intend to impose any redemption charge. Expenses indirectly incurred by Unit Holders.

4.3 Management Fee

The Management Fee is a charge levied for the services rendered by the Manager. The Management Fee is up to zero point three zero per centum (0.30%) per annum of the NAV of the Fund. The Management Fee is calculated daily and payable monthly. Please refer to the illustration under item 5.3 below to see how the Management Fee is calculated.

4.4 Trustee Fee

Up to zero point zero two per centum (0.02%) per annum of the NAV of the Fund. The Trustee Fee is calculated daily and payable monthly. Please refer to the illustration under item 5.3 below to see how the Trustee Fee is calculated.

4.5 Other Expenses Directly Related to the Fund

In administrating the Fund, there are expenses directly related to the Fund. These expenses include auditor’s fees and other relevant professional fees, foreign custodial charges (if applicable), cost of distribution of quarterly or annual reports, tax certificates, reinvestment statements and other notices to Unit Holders.

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4.6 Reduction or Waiver of Fees

The Manager may, for any reason at any time, waive or reduce the amount of any fees or other charges payable by the Unit Holders in respect of the Fund, either generally or specifically and for any period of time at its absolute discretion.

ALL FEES AND CHARGES PAYABLE TO THE MANAGER AND THE TRUSTEE ARE SUBJECT TO GST THAT IS IMPOSED BY THE GOVERNMENT OR OTHER AUTHORITIES FROM TIME TO TIME.

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CHAPTER 5: TRANSACTION INFORMATION

5.1 Pricing Policy

The Manager will adopt a single pricing policy when calculating your subscription for and redemption of Units which means that the selling price per Unit and the redemption price per Unit will be transacted and quoted on a single price i.e., the NAV per Unit of the Fund. The NAV per Unit of the Fund will be valued as at the next valuation point (at the end of each Business Day) on a forward pricing basis and will be made available on the following day. Unit Holders may obtain the NAV per Unit of the Fund by contacting the Manager directly.

5.2 Valuation Point of the Fund

The Fund will be valued at the end of every Business Day.

5.3 Computation of NAV and how the Management Fee and Trustee Fee are calculated:

Example: Computation of NAV per Unit RM Investments 10,001,000.00 Other Assets 5,000.00 Total Assets 10,006,000.00 Less: Liabilities (1,590.07) NAV of the Fund

10,004,409.93

Less: Management Fee - Calculated on a Daily Basis (0.30% per annum/365 days)

(82.23)

Trustee Fee - Calculated on a Daily Basis (0.02% per annum/365 days)

(5.48)

NAV of the Fund (before GST)

10,004,322.22

Less: GST 6% on the Management Fee for the day GST 6% on the Trustee Fee for the day NAV of the Fund (after GST) Units In Circulation

(4.93) (0.33)

10,004,316.96 10,004,000.00

NAV per Unit 1.000032

NAV per Unit (Rounded to 4 decimal points) 1.0000

5.4 Subscription of Units

Application for Units should be made on or before the cut-off time of 11.00 a.m. on any Business Day. The subscription form is available at the office of the Manager.

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Investors will purchase Units at the NAV per Unit of the Fund at the next valuation point after their application is accepted by the Manager.

5.5 Redemption of Units

Unit Holders may redeem their investments in the Fund on any Business Day by completing the prescribed redemption request form or such other manner as the Manager may accept and returning it to the Manager on any Business Day. The redemption request form is available at the office of the Manager. All such requests must be received by the Manager on or before the cut-off time of 11.00 a.m. on any Business Day. Any requests received after 11.00 a.m. will be treated as having been received the following Business Day. Redemption proceeds are based on the NAV per Unit of the Fund at the close of Business on the day the redemption request form is received by the Manager. Redemption proceeds will be paid to Unit Holders on the next Business Day upon receipt of the redemption request form. The minimum redemption amount is 50,000 Units or such other lower amount as the Manager may prescribe from time to time.

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CHAPTER 6: MANAGEMENT COMPANY

6.1 The Manager

Kenanga Investors Berhad holds the capital markets and services licence for fund management in Malaysia under the CMSA. KIB has more than 20 years’ experience in providing fund management and fund advisory services, for both institutional and retail clients. As at 30 September 2016, the Manager manages 26 unit trust funds, 2 private retirement scheme (consisting of 6 core funds and 1 non-core fund), 20 wholesale funds and other funds from government agencies, pension funds, insurance, corporate and individual clients with a total fund size of approximately RM6.92 billion. The Manager has the services of 133 experienced personnel (119 executives and 14 non-executives). KIB is a wholly-owned subsidiary of Kenanga Investment Bank Berhad ("KIBB") and is licensed to perform the regulated activities of fund management, dealing in securities (restricted to unit trust), investment advice and dealing in private retirement scheme under the CMSA.

6.2 Duties and Responsibilities of the Manager

KIB is responsible for the day-to-day management, marketing and administration of the Fund in accordance with the provisions of the Deed. The responsibilities of the Manager include:- (a) Selecting and managing investments of the Fund; (b) Executing, supervising and valuing investments of the Fund; (c) Arranging the sale and repurchase of Units in the Fund; (d) Issuing the fund reports in respect of market and economic review, outlook,

strategies and performances; (e) Distribution of income to Unit Holders (if any); and (f) Keeping proper records of the Fund.

In fulfilling these functions, the Manager has in place a team of staff who are experienced in various aspects of the investment management industry, i.e. in the administration, marketing and fund management function. The Manager’s various investment teams will meet informally on a daily basis with a formal meeting (the investment sub-committee) occurring twelve (12) times a year (at times considered appropriate), to amongst other things, monitor the changing investment landscape and re-assess market conditions in terms of opportunity and risk. This activity seeks to ensure the investment strategies and policies of all funds managed by the Manager are consistently matched with the prevailing market environment and outlook.

6.3 Board of Directors

Datuk Syed Ahmad Alwee Alsree (Chairman) Syed Zafilen Syed Alwee (Independent Director) Peter John Rayner (Independent Director) lmran Devindran bin Abdullah (Independent Director) Dato’ Bruce Kho Yaw Huat (Non-Independent Director) Ismitz Matthew De Alwis (Executive Director/Chief Executive Officer)

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6.4 Key Personnel of the Manager

Ismitz Matthew De Alwis Executive Director / Chief Executive Officer Ismitz Matthew De Alwis is the Chief Executive Officer for Kenanga Investors Berhad. He is responsible for the overall asset and investment management business of KIB and its subsidiaries. He started his career as an Investment Analyst with a regional research & advisory firm, where he obtained vast regional exposure in Hong Kong, Philippines, Dubai and Singapore. He brings with him 24 years of experience, multiple expertise and several leadership roles in the fields of financial and investment management both regionally and locally. He joined Kenanga Investors in June 2013 upon the acquisition by Kenanga Investors of ING Investment management business in Malaysia, ING Funds Berhad where he was the Executive Director and country head.

He has attended the Advanced Business Management Program (ABMP) by International Institute for Management Development (IMD), Lausanne, Switzerland and holds a MBA where he graduated with distinction. In addition, he has a Bachelor Degree (H) in Business Administration and holds two other professional qualifications from the Chartered Institute of Marketing UK (CIM UK), and is a Certified Financial Planner (CFP). He also holds a Capital Markets Services Representative’s Licence (CMSRL) from the Securities Commission for fund management and investment advice. Mr. De Alwis is currently also the President of Financial Planning Association of Malaysia (“FPAM”) and the board of the Federation of Investment Managers Malaysia (“FiMM”). Lee Sook Yee Chief Investment Officer Lee Sook Yee joined Kenanga Investors Bhd as Chief Investment Officer in March 2013, bringing with her more than fifteen (15) years of experience in local and regional equities investment. Prior to this, Sook Yee was Head of Equities at Meridian Asset Management, where she managed various local and regional funds. Before joining Meridian, Sook Yee was Vice President/Senior Portfolio Manager at Credit-Suisse Asset Management in Singapore where she co-managed mutual funds focusing on emerging Asian markets. She was also Associate Director/ Portfolio Manager with UOB-OSK Asset Management. Sook Yee graduated with a Bachelor of Science (First Class Honours) in Economics from the London School of Economics, United Kingdom, and later obtained her Master of Philosophy (M.Phil) in Economics from the University of Cambridge, UK. Sook Yee is the designated person responsible for fund management functions of the Fund. Andrew Chan Chief Financial Officer Andrew Chan joined the KIB in 2013 to head the Finance & Investment Operations team. Prior to this, he was with ING Funds Berhad (“ING Funds”). He has been with ING Funds since the company’s inception and is one of the pioneers during the company’s green field set-up. Mr. Chan has more than 20 years of experience in the business management, finance and accounting field. He started his accounting career in Australia. Upon his return, he joined a

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public-listed company as a senior accountant. His last stint prior to joining ING Funds was with an established unit trust management company where he was responsible for all financial reporting and management. Mr. Chan is a CPA, Australia and holds a Bachelor of Economics from La Trobe University, Melbourne, Australia. Dr. Sahar Effendi bin Hj Daud Head of Compliance Dr. Sahar joined KIB on 3 November 2014 as the Head of Compliance. He started his career in 1997 with an international affiliated accounting firm before joining the Securities Commission in 2001. Whilst with the SC, he was attached to the Trust and Investment Management Department for about 2 years prior to joining the Investigation Department until his departure from the SC in October 2014. During his tenure with the Investigation Department, he was exposed to numerous high profile cases in various areas involving insider trading, market manipulation, illegal investment schemes, corporate fraud and forensic accounting as well as money laundering related offences. Dr. Sahar, a Chartered Accountant (Malaysia), holds a Bachelor of Accountancy (Hons) from Universiti Putra Malaysia, MBA (Management and Finance) and Doctor of Business Administration (Accounting: Financial Disclosure, Corporate Governance and Performance Measurement); both from Universiti Utara Malaysia. Dr. Sahar is also a member of the Malaysian Institute of Accountants (MIA), Chartered Tax Institute of Malaysia (CTIM), Association of Certified Fraud Examiner (ACFE) as well as the Certified Financial Investigator Alumni (CFIA). Dr. Sahar is the designated person responsible for compliance matters of the Fund.

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CHAPTER 7: TRUSTEE

7.1 Background of the Trustee

CIMB Commerce Trustee Berhad was incorporated on 25 August 1994 and registered as a trust company under the Trust Companies Act, 1949 and having its registered office at Level 13, Menara CIMB, Jalan Stesen Sentral 2, Kuala Lumpur Sentral 50470, Kuala Lumpur, Malaysia. The Trustee is qualified to act as a trustee for collective investment schemes approved under the CMSA. 7.2 Experience as Trustee to Unit Trust Funds

CIMB Commerce Trustee Berhad has been involved in unit trust industry as trustee since 1996. It acts as Trustee to various unit trust funds, real estate investment trust fund, wholesale funds and private retirement schemes.

7.3 Statement of Responsibility by the Trustee

The Trustee’s functions, duties and responsibilities are set out in the Deed. The general functions, duties and responsibilities of the Trustee include, but are not limited to, the following:

(a) Take into custody the investments of the Fund and hold the investments in trust for the Unitholders;

(b) Ensure that the Manager, operates and administers the Fund in accordance with the provisions of the Deed, SC Guidelines and acceptable business practice within the unit trust industry;

(c) As soon as practicable, notify the Securities Commission of any irregularity or breach of the provisions of the Deed, SC Guidelines and any other matters which in the Trustee's opinion, may indicate that the interests of Unitholders are not served;

(d) Exercise reasonable diligence in carrying out its functions and duties, actively monitoring the operations and management of the Fund by the Manager to safeguard the interests of Unitholders;

(e) Maintain, or cause the Manager to maintain, proper accounting records and other records as are necessary to enable a complete and accurate view of the Fund to be formed and to ensure that the Fund is operated and managed in accordance with the Deed of the Fund, Prospectus, the SC Guidelines and securities law.; and

(f) Require that the accounts be audited at least annually.

The Trustee has covenanted in the Deed that it will exercise all due diligence and vigilance in carrying out its functions and duties, and in safeguarding the rights and interests of Unitholders.

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7.4 Trustee’s Delegate CIMB Commerce Trustee Berhad has appointed CIMB Bank Berhad (“CIMB Bank”) as the Custodian of the Fund's assets. CIMB Bank’s ultimate holding company is CIMB Group Holdings Berhad, a listed company in Bursa Malaysia and currently the second largest financial services provider in Malaysia. CIMB Bank provides full fledged custodial services, typically clearing, settlement and safekeeping of all types of investment assets and classes, to a cross section of investors and intermediaries client base, both locally and overseas. For the local Ringgit assets, they are held through its wholly owned nominee subsidiary “CIMB Group Nominees (Tempatan) Sdn Bhd”. For foreign non-Ringgit assets, CIMB Bank appoints global custodian as its agent bank to clear, settle and safekeep on its behalf and to its order. All investments are automatically registered in the name of the custodian to the order of the Trustee. CIMB Bank acts only in accordance with instructions from the Trustee.

7.5 Trustee’s Obligation

The Trustee’s obligation in respect of monies paid by an investor for the application of units arises when the monies are received in the relevant account of the Trustee for the Funds and the Trustee’s obligation is discharged once it has paid the redemption amount to the Manager.

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CHAPTER 8: SALIENT TERMS OF THE DEED

8.1 Unit Holders’ Rights and Liabilities

Unit Holders’ Rights A Unit Holder has the right, amongst others:

(a) to receive distributions of income (if any); (b) to participate in any increase in the value of the Units; (c) to call for Unit Holders’ meetings and to vote for the removal of the Trustee or the

Manager through a Special Resolution; (d) to receive annual and quarterly reports on the Fund; and (e) to enjoy such other rights and privileges as are provided for in the Deed.

No Unit Holder shall be entitled to require the transfer to him of any of the assets of the Fund or be entitled to interfere with or question the exercise by the Trustee, or the Manager on its behalf, of the rights of the Trustee as the registered owner of such assets. Unit Holders’ Liabilities

(a) No Unit Holder is liable for any amount in excess of the purchase price paid for the Units as determined pursuant to the Deed at the time the Units were purchased.

(b) A Unit Holder shall not be under any obligation to indemnify the Manager and/or the

Trustee in the event that the liabilities incurred by the Manager and/or the Trustee in the name of or on behalf of the Fund pursuant to and/or in the performance of the provisions of the Deed exceed the value of the assets of the Fund, and any right of indemnity of the Manager and/or the Trustee shall be limited to recourse to the Fund.

8.2 Termination of the Fund The Fund may be terminated or wound up should a Special Resolution be passed at a Unit Holders’ meeting to terminate or wind up the Fund.

8.3 Power to Call For A Meeting

A Unit Holders’ meeting may be called by the Manager, Trustee and/or Unit Holders. Any such meeting must be convened in accordance with the Deed. The Unit Holders may direct the Manager to summon a meeting for any purpose including without limitation, for the purpose of:

(a) Requiring the retirement or removal of the Manager; (b) Requiring the retirement or removal of the Trustee; (c) Considering the most recent audited financial statements of the Fund; (d) Giving to the Trustee such directions as the meeting thinks proper; or (e) Considering any matter in relation to the Deed,

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Provided always that the Manager shall not be obliged to summon such a meeting unless a direction has been received from not less than fifty (50) or one-tenth (1/10) of all the Unit Holders of the Fund, whichever is the lesser number. Every question arising at any meeting shall be decided in the first instance by a show of hands unless a poll is demanded or if it be a question which under the Deed requires a Special Resolution, in which case a poll shall be taken. On a show of hands every Unit Holder who is present in person or by proxy shall have one vote. The quorum for a meeting of Unit Holders of the Fund is five (5) Unit Holders, whether present in person or by proxy, provided always that if the Fund has five (5) or less Unit Holders, the quorum required for a meeting of the Unit Holders of the Fund shall be two (2) Unit Holders, whether present in person or by proxy; if the meeting has been convened for the purpose of voting on a Special Resolution, the Unit Holders present in person or by proxy must hold in aggregate at least twenty five per centum (25%) of the Units in circulation of the Fund at the time of the meeting.

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CHAPTER 9: OTHER INFORMATION

9.1 Unclaimed Moneys

Any monies other than unclaimed income distribution payable to Unit Holders which remain unclaimed for one (1) year will be handled in accordance with the requirements of the Unclaimed Moneys Act 1965.

9.2 Unclaimed Income Distribution

If Unit Holders elect to receive income distribution in the form of cheques and the Unit Holders do not deposit the cheques within six (6) months from the date of issuance of the said cheques, the Manager shall automatically reinvest the income amount into additional Units of the Fund at the NAV per Unit at the end of the expiry date of the said cheques provided that the Unit Holders still have an account with the Manager. For the avoidance of doubt, there will not be any sales charge imposed for the reinvestment.

9.3 Anti-Money Laundering, Anti-Terrorism Financing and Proceeds of Unlawful Activities Act 2001 (“AMLATFPUAA”)

Application for Units must be accompanied by proper identification documents for our verification. All Investors will be checked against various reliable sources for money laundering information. Any cases which are suspicious will be reported to our compliance officer who will then report the matter to the SC and BNM. Money laundering is a process intended to conceal the benefits derived from unlawful activities which are related, directly or indirectly, to any serious offence so that they appear to have originated from a legitimate source. The AMLATFPUAA is the act that provides for the offence of money laundering and also the measures to be taken for the prevention of money laundering and terrorism financing offences. The Financial Intelligence and Enforcement Department of BNM has been established to carry out the functions as the competent authority under the AMLATFPUAA. All market intermediaries under the CMSA and fund management companies approved by the SC under the CMSA are obliged to comply with the provisions of the AMLATFPUAA.

9.4 No Guarantee

The Manager of the Fund does not guarantee the performance or success of the Fund. Investors are advised to read the Information Memorandum and obtain professional advice before subscribing to the Units.

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All enquiries about the investment should be directed in writing to:- Kenanga Investors Berhad 14th Floor, Kenanga Tower, 237, Jalan Tun Razak 50400 Kuala Lumpur Website: www.kenangainvestors.com.my Email: investorservices@kenanga.com.my Toll free Line: 1-800-88-3737 Facsimile No.: 03-2172 3080

Kenanga Investors Berhad 14th Floor, Kenanga Tower

237, Jalan Tun Razak, 50400 Kuala Lumpur Malaysia Website: www.kenangainvestors.com.my Email: investorservices@kenanga.com.my

Toll free Line: 1-800-88-3737