Nordea m - Fundsquare

Nordea m Prospectus

Nordea lg SICAV Undertaking for Collective Investments In

Transferable Securities under Luxembourg law

July 2006

VISA 2006/16320-638-0-PC L'apposition du visa ne peut en aucun ca d'argument de publicite Luxembourg, le 20/06/2006 Commission de Surveillance du Secteur

Investment Funds

Important Information

This Prospectus and the Simplified Prospectus should be read in their entirety before making any application for Shares. If you are in doubt about the content of this Prospectus or of the Slmpllfled Prospectus you should consult your financial or other professional advisor.

Subscriptions can only be received on the basis of this Prospectus, the Simplified Prospectus accompanied by the latest Annual Report as well as by the latest Semi-Annual Report if published after the latest Annual Report. These reports form part of the present Prospectus and the Simplified Prospectus. No information other than that contained in this Prospectus, in the Simplified Prospectus, in the periodic financial reports as well as in any other document mentioned in the Prospectus and which may be consulted by the public may be given in connection with the offer.

The Directors, whose names are set out in chapter 22, “Registered Office, Board of Directors, Daily Management” below, have taken all reasonable care to ensure that the information contained in this Prospectus and in the Simplified Prospectus is, to the best of their knowledge and belief, in accordance with the facts and does not omit anything material to such information. The Directors accept responsibility accordingly.

The distribution of this Prospectus, the Simplified Prospectus and supplementary documentation and the offering of Shares may be restricted in certain countries. Investors wishing to apply for Shares should inform themselves as to the requirements within their own country for transactions in Shares, any applicable exchange control regulations and the tax consequences Of any transaction in Shares.

This Prospectus and the Simplified Prospectus do not constitute an offer or solicitation by anyone in any country in which such offer or solicitation is not lawful or authorised. or to any person to whom it is unlawful to make such Mer or solicitation.

Investors should note that not all the protections provided under their relevant regulatory regime may apply and there may be no right to compensation under such regulatory regime, if such scheme exists.

The Management Company shall not divulge any confidential information concerning the Investor unless required to do so by law or regulation or being instructed to do so by the Investor. The Investor agrees that personal details contained in the application form and arising from the buslness relationship with the Management Company may be stored, modified or used In any other way by the Management Company or the Custodian for the purpose of administering and developing the business relationship with the Investor. To this end data may be transmitted to the Custodian, financial advisers working with the Management Company, as well as to other companies being appointed to support the business relationship.

The Prospectus and the Simplified Prospectus of the Company have been deposited with and approved by the Luxembourg Financial Supervisory Authority in the English language. As the Company is authorised for public marketing in a number of countries outside Luxembourg, the distribution of the Prospectus and of the Simplified Prospectus may require translation into the official language of the respective countries. In such case, the English-worded Prospectus and Simplified Prospectus shall prevail in case of discrepancies between the English-worded Prospectus and Simplified Prospectus and their translation into another language. In addition hereto, another language version may contain country-specific information intended for Investors subscribing to Shares of the Company in such country. and such information is not part of this English-worded Prospectus.

The Management Company or the Custodian may use telephone recording procedures to record, inter alia, conversations made to their respective call centres. By giving such calls by telephone, the counterparty to such calls is deemed to consent to the tape- recording of conversations between such counterparty and the Management Company or the Custodian and to the use of such tape recordings by the Management Company, the Custodian and/or the Company in legal proceedings or otherwise at their discretion.

2

Prospectus Nordea l9 SlCAV

(Socia, d’lnvestlssernent a Capltal Variable a compartiments multlples) R.C.S. Luxembourg 6.31442

The Company contains the following Sub-funds of investment:

Equity Sub-funds Bond Sub-funds

Nordea 1 -Japanese Value Fund Nordea 1 - European Value Fund Nordea 1 - Far Eastern Value Fund Nordea 1 - North American Value Fund Nordea 1 - Global Value Fund

Nordea 1 - Danish Equity Fund Nordea 1 - Swedish Equity Fund Nordea 1 - Nonrvegian Equity Fund Nordea 1 - Finnish Equity Fund Nordea 1 - Nordic Equity Fund Nordea 1 - Central & Eastern European Equity Fund Nordea 1 - European Stable Equity Fund Nordea 1 - European Equity Fund Nordea 1 - Japanese Equity Fund Nordea 1 - Far Eastern Equity Fund Nordea 1 - North American Equity Fund Nordea 1 - Global Core Equity Fund Nordea 1 - Global Equity Fund

Nordea 1 - IT Fund Nordea 1 - Biotech Fund Nordea 1 - E-Business Fund

Nordea 1 - Danish Bond Fund Nordea 1 - Danish Mortgage Bond Fund Nordea 1 - Danish Long Bond Fund Nordea 1 - Swedish Bond Fund Nordea 1 - Norwegian Bond Fund Nordea 1 - Sterling Bond Fund Nordea 1 - Euro Bond Fund Nordea 1 - European High Yield Bond Fund Nordea 1 - Dollar Bond Fund Nordea 1 - Emerging Markets Bond Fund Nordea 1 - Global Bond Fund (DKK) Nordea 1 - Global Bond Fund (EUR)

Absolute Return Sub-funds

Nordea 1 -Absolute Return Fund

Reserve Sub-funds

Nordea 1 - Danish Kroner Reserve Nordea 1 - Swedish Kroner Reserve Nordea 1 - Nomgian Kroner Reserve Nordea 1 - Euro Reserve Nordea 1 - US-Dollar Reserve

This Prospectus supersedes the Prospectus issued September 2005 and incorporates all amendments to that Prospectus.

The Company is established as an Undertaklng for Collectlve Investments in Transferable Securities (UCITS) in accordance wlth the laws of the Grand Duchy of Luxembourg.

Luxembourg, July 2006

3

.. .. .

I . Table of contents

Chapter Description Page

...................................................................................................... 4 ................................................................... 5 ................................................................... 8 ................................................................... 8

..................................................................... 9 ............................................................................. 10

...................................................................................... 11

...................................................................................... 13 ...................................... ......................................... .........................................

Nordea 1 - Norwegian Equity Fund ...................................................................................................... Nordea 1 - Finnish Equity Fund ........................................................................................................... Nordea 1 - Nordic Equity Fund ............................................................................................................

........................................................................... 26 ..................................................................................... 28

......................................................................................... 3a ................................................................................ 39 .............................................................................. 40

................................................................. 42 ..................................................................... 44

..................................................................................... 45 .................................................................

.............................................

................................................................... 53 .................................................................. 54

5 .......................... Share Capital ... .................................... ................................................................. -55 6 .......................... Share Dealing ........................................................... .................................................................. 56 7 .......................... Net Asset Value ........................................................ .................................................................. 5a

................................................................. 59

............................................ ....................................

....................................................... ..........................................................

..............................................................

..................................................... 67

..................................................... 67 ............................................................. 67

................................................................. 67

................................................................ 69

................................................................. 70 .................................................................... 70 ................................................................. -70

............................................................ 70 .................................................. 70

4

2. Terms and definitions used in this Prospectus

Admlnlstration Fee

AUD

Ease Currency

Board of Directors

Business Day

CAD

Central 8 Eastern Europe Central 8 Eastern European

Class

Company

Converslon

Conversion fee

Custodian

Directive

Dlrector

Distribution Fee

DKK

Dollar Zone

Emerging Market@)

EU

EUR

Euro Zone

Europe I European

FCP

far Eastern Region

FATF

Fixed Coupon

Fixed and Contingent Coupon

GBP

Gross Conversion Amount

Gross Investment Amount

An annual fee levied on the assets of the Company, payable to Nordea Bank S.A. as remuneration for its services rendered to the Company as Service Agent.

Australian Dollar

The currency in vhich the Net Asset Value of a given Sub-fund is expressed.

The decision making body of the Company elected by the Shareholders

Each day the Custodian is open for business. The Custodian is closed for business on all legal holidays in Luxembourg, and can, in addition hereto. also be closed on other days.

Canadian Dollar.

For investment purpose defined as: - - -

One or more classes of Shares within a Sub-fund whose assets shall be commonly invested according to the investment policy of that Sub-fund, but where a specific sales and redemption charge structure, fee structure, distribution policy, reference currency, category of Investors. marketing country or other specificity shall apply.

Nordea 1: SICAV.

Exchange of Shares of one Sub-fund andlor Class andlor Sub-class against Shares of another Sub- fund and/or Class and/or Subclass.

A fee payable by the Shareholder upon Conversion of its Shares.

Nordea Bank SA., 672 rue de NeudorF, L-2220 Findel, Grand Duchy of Luxembourg

The Council Directive 85/61 l/EEC of 20th December 1985 on the co-ordination of laws, regulations and administrative provisions relating to undertakings for collective investment in Transferable Securities, as amended.

A member of the Board of Directors of the Company.

An annual fee levied on the assets of the E-Shares of the Company, payable to Nordea Investment Funds S.A. and/or the distributorskales agents appointed by Nordea Investment Funds S.A. as a remuneration for the distribution of the Shares of the Company.

Danish Kroner

For investment purpose defined as Australia (AUD). Canada (CAD), New Zealand (NZD) and the United States of America (USD)

For investment purpose defined as countries with -compared e.g. to Europe - less developed economies (as measured by per capita Gross National Product) that have the potential for significant future growth. Examples include Brazil, China, India and Russia. Most emerging market countries are located in Latin America, Eastern Europe, Asia or the Middle East.

The European Union

Euro, the single European currency adopted by a number of member states of the European Union.

For investment purpose defined as those countries in which the EUR is the legal currency.

For investment purpose defined as the 25 Member States of the European Union together with Norway. Iceland and the Swiss Federation.

Fonds Commun de Placement

For investment purpose defined as Hong Kong, Taiwan, China, Korea (South- ), Philippines, Indonesia, Malaysia, Singapore, Thailand, , Vietnam.

Financial Action Task Force on money laundering and terrorist financing (also referred to as Group d’ Action Financiere Internationale “GAFI”).

The interest payment for a debt instrument which is calculated with the same percentage rate for the entire lifetime of the debt instrument.

The interest payment for a debt instrument which is calculated with the same percentage rate for the entire lifetime of the debt instrument: however, the interest amount may not necessarily be paid with cash but could i.e. be paid with further debt instruments issued by the same issuer.

Pound Sterling.

The Net Asset Value per Share multiplied by the number of Shares being converted.

The Net Asset Value per Share multiplied by the number of Shares subscribed and increased by the Subscription Fee.

the 10 countries that joined the EU on 1 May 2004: and the new official candidates for EU membership: and the countries in geographical Europe that constituted the former Soviet Union

5

Gross Redemption Amount

Group of Companies

Hlgh Yield Bond

Institutional Investor

Institutional Share

Investor

JPY

Management Company

Management Fee

Member State

Money Market Instruments

I Net Asset Value

Net Investment Amount

Net Redemption Amount

NOK

Nordic Region

North America

NZD

OECD

Other Regulated Market

Other State

Private Share

Prospectus

Redemption

Redemption Fee

Registered Office

Regulated Market

The Net Asset Value per Share multiplied by the number of Shares being redeemed.

Companies belonging to the same body of undertakings and which must draw up consolidated accounts in accordance with Council Directive 83/349/EEC of 13 June 1983 on consolidated accounts and according to recognised international accounting rules.

Corporate debt securities rated BB+ I Bal and below by StandardgPoors or Moodys respectively.

An undertaking or organisation that manage important funds and values such as credit institutions, professionals of the financial sector - including investment in their own name but on behalf of third parties pursuant to a discretionary management agreement - insurance and reinsurance companies, pension funds, holding companies, regional and local authorities

A Share of the Company reserved for Institutional Investors

A potential Shareholder of the Company.

Japanese Yen.

Nordea Investment Funds SA., 672 rue de Neudorf. L-2220 Findel, Grand Duchy of Luxembourg.

An annual fee levied on the assets of the Company, payable to Nordea Investment Funds S.A. as a remuneration for its investment management services rendered to the Company.

A member state of the European Union

Instruments normally dealt in on the money market which are liquid and have a value, which can be accurately determined at any time.

In relation to any Shares of any Class andlor a Sub-class of any Sub-fund, the value per Share determined in accordance with the relevant provisions described under the heading "Net Asset Value" of this Prospectus.

The amount of money effectively being invested in the Company; equals Gross Investment Amount less Subscription Fee.

The Net Asset Value per Share multiplied by the number of Shares being redeemed less Redemption Fee.

Norwegian Kroner

For investment purpose defined as Denmark, Sweden, Norway, Finland and Iceland.

For investment purpose defined as the United States of America and Canada.

Newzealand Dollar.

The Organisation for Economic Co-operation and Development.

Market which is regulated, operates regularly and is recognised and open to the public, namely a market

that meets the following cumulative criteria: high liquidity; multilateral order matching (general matching of bid and ask prices in order to establish a single price); transparency (the circulation of complete information in order to give clients the possibility of tracking trades. thereby ensuring that their orders are executed on current conditions); on which the securities are dealt in at a certain fixed frequency, which is recognised by a state or by a public authority which has been delegated by that state or by another entity which is recognised by that state or by that public authority such as a professional association and on which the securities dealt are accessible to the public.

0

0

Any State of Europe which is not a Member State of the European Union, and any State of America, Africa, Asia, and Oceania.

A Share of the Company non-Institutional Investors may acquire

The Prospectus for Nordea 1, SICAV: this document.

The sale of Shares owned by a Shareholder.

A fee payable by the Shareholder upon sale of his Shares.

The Company address, as notified to the Registre de Commerce et des Societes: Luxembourg, where the Company's records shall be kept and where official correspondence to the Company shall be sent.

A regulated market as defined in item 13 of Article 1 of the Council Directive 93/22/EEC of 10 May 1993 on investment services in the securities field (the "Directive 93/22/EEC"), namely a market which

0 functions regularly: appears on the list of the regulated markets drawn up by each Member State,

is characterised by the fact that regulations issued or approved by the competent authorities define the conditions for the operation of the market, the conditions for access to the market and the conditions that must be satisfied by a financial instrument before it can effectively be dealt in on the market, require compliance with all the reporting and transparency requirements laid down by the Directive 93/22/EEC.

6

Regulatory Authority The Luxembourg authority or its successor in charge of the supervision of the undertakings for collective investment in the Grand Duchy of Luxembourg.

Commission de Surveillance du Secteur Financier 110 route d'Arlon L-2991 Luxembourg Grand Duchy of Luxembourg (www.CSSf. lu).

Safe Custody and Paying Agent Fee

SEK Swedish Kronor.

Shares

Shareholder

SICAV

An annual fee levied on the assets of the Company, payable to Nordea Bank S A as remuneration for custody and paying agent services to the Company.

Shares of the Company and any rights arising therefrom.

A person or company having invested in Shares

Societe d'lnvestissement A Capital variable

Simplified Prospectus

Su b-class

Sub-fund

Subscription

Subscription Fee

Statutes

TIP Investment Concept

Transferable Securities

UCI

UCITS

US0

Valuation Day

Value Investment Concept

Variable Coupon

In addition to this Prospectus, the Company has also adopted a Simplified Prospectus for each of its sub-funds. The Simplified Prospectus contains the key information about each Sub-fund.

One or more sub-classes of Shares within a Class whose assets shall be commonly invested according to the investment policy of the Sub-fund to which that Class belong, but where a specific sales and redemption charge structure, fee structure, distribution policy, reference currency, category of Investors, marketing country or other specificity shall apply.

An individual portfolio of assets and liabilities within the Nordea 1, SICAV; the assets are invested pursuant to its own specific investment objective and policy.

The purchase of Shares.

A fee payable upon purchase of Share(@

The Articles of Incorporation and by-law of the Company.

The Thematic Investment Process (TIP) is unique in its construction and begins with an analysis of the aggregate economy in order to determine which industries will prosper given the general economic outlook. The analyst then continues at company level and works up to the aggregate economy aiming to identify themes and sectors benefiting the most. The company selection is based on an analysis of a company's ability to exploit the opportunities offered by the theme.

Transferable Securities include

0

shares and other securities equivalent to shares, bonds and other debt instruments, any other negotiable securities which carry the right to acquire any such Transferable Securities by subscription or exchange, with the exclusion of techniques and instruments

An Undertaking for Collective Investment.

An Undertaking for Collective Investment in Transferable Securities governed by the UCITS Directive

United States Dollar.

Each Business Day when the Net Asset Value per Share is calculated for a specific Sub-fund of the Company.

The Value Investment Concept focuses on the earning power of the business of a particular company. The Company defines earning power as the ability of a company to generate a substantial discretionary cash flow to its owners.

The interest payment for a debt instrument which is not calculated with the same percentage rate for the entire lifetime of the debt instrument, but instead. with a percentage rate which is adjusted periodically, i.e. each 1, 3, 6 or 12 month.

7

3. Introduction

The main objectives of Nordea 1, SICAV (the *Company”) are to provide a range of Sub-funds combined with active and professional management, to diversify investment risks and to satisfy Investors seeking income, capital conservation and longer-term capital growth.

The Company was originally incorporated in the Grand Duchy of Luxembourg on 31 August 1989 under the name of Frontrunner I, SICAV. The Company changed its name into Nordea 1, SICAV on 1 February 2001. The Company is organised as a variable capital company, Sociae d’lnvestissement a Capital Variable (SICAV) with multiple compartments under the law of 10 August 1915 relating to commercial companies as amended and part I of the law of 20 December 2002 on undertakings for collective investment (”the Law”). The Company is established for an indefinite period from the date of incorporation.

The Registered Office of the Company is at 672, rue de Neudorf, L- 2220 Findel, Grand Duchy of Luxembourg.

The Statutes of the Company were originally published in the MBmorial, Recueil des Socidtks et Associations (the “Mkmorial”). dated 16 October 1989, and amended several times. The last amendments to the Statutes were adopted on 09 September 2005 and published in the MBmorial on 05 October 2005. The last version of the Statutes, together with the mandatory legal notice, have been deposited with the Chancery of the District Court of Luxembourg where they are available for inspection and where copies thereof can be obtained.

The financial year of the Company commences on 1 January and ends on 31 December of each year.

Shareholders’ meetings shall be held annually in Luxembourg at the Company’s Registered Office or at such other place as specified in the notice of meeting. The Annual General Meeting shall be held on 15 March each year, at 11:OO CET. If such a day is not a Business Day, the Annual General Meeting shall be held on the first following Business Day thereafter. Other meetings of Shareholders may be held at such place and time as may be specified in the respective notices of meetings. Registered Shareholders will receive notices of meetings by ordinary mail. Notices will further be published as described in chapter “Notices and information to Shareholders”.

Resolutions concerning the interests of the Shareholders of the Company shall be passed at a general meeting and resolutions concerning the particular rights of the Shareholders of one specific Sub-fund shall in addition be passed by that Sub-fund’s general meeting.

4. The Sub-funds of the Company

Unless otherwise indicated in the following paragraphs, each Sub- fund is subject to the general regulations as set out in the chapters 4 and following of this Prospectus.

Each Sub-fund is liable for its o m debts and obligations.

According to its Statutes. the Board of Directors is empowered to a) restrict the acquisition of Shares in the Company by any

physical person or legal entity if this is in the interest of the Company;

b) restrict the holding of Shares in the Company by any physical person or legal entdy if this is necessary to ensure that the laws and regulations of a country and/or oficial regulations are not violated or that shareholding does not lead to a situation in which the Company would incur tax liabilities or other financial disadvantages, which it would otherwise not have incurred or would not incur.

The Board of Directors has decided that the Shares shall not be offered or sold to US Persons. For this purpose, the term “US Person” shall include: a) a citizen of the United States of America irrespective of his

place of residence or a resident of the United States of America irrespective of his citizenship;

b) a partnership organised or existing in laws of any state, territory or possession of the United States of America:

c) a corporation organised under the laws of the United States of America or of any state, territory or possession thereof or

d) any estate or trust which are subject to United States tax regulations.

As the above-mentioned definition of ”US Person” differs from Regulation S of the US Securities Act of 1933, the Board of Directors of the Company. notwithstanding the fact that such person or entity may come within any of the categories referred to above, has granted authority to Nordea Investment Funds S A . to determine, on a case by case basis, whether ownership of Shares or solicitation for ownership of Shares shall or shall not violate any securities law of the United States of America or any state or other jurisdiction thereof.

For further information on restricted or prohibited Share ownership please consult the Company or the Management Company

The Board of Directors may decide, at any time, to establish new Sub-funds for investment in securities. On the establishment of such additional Sub-funds, the present Prospectus and the Simplified Prospectus shall be amended accordingly.

Furthermore, in the case of Sub-funds created which are not yet opened for subscription. the Board of Directors is empowered to determine at any time the initial period of subscription and the initial subscription price; at the opening of such a Sub-fund, the Prospectus and the Simplified Prospectus shall be amended accordingly to provide the Investors with the necessary information.

8

Nordea I -Japanese Value Fund

Investment objective This Subfund aims to preserve the Shareholder's capital and to provide an adequate rate of return on the investment.

Eligible assets, Investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in equities, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in Japan.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Vlfithin the above-mentioned restrictions and the Company's general investment restrictions, this Sub-fund invests its assets according to the Value Investment Concept.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected as well as in the currency of its respective share Class(es) and/or Sub-class(es).

For this Sub-fund the use of derivatives is limited to a small proportion of the Sub-fund's net assets for hedging purposes as we11 as for efficient portfolio management.

The investments made in this Sub-Fund may be subject to substantial fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition.

The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Company specific changes 0 Changes in interest rates 0 Changes in exchange rates 0

w

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash). markets, countries, industries and sectors.

By diversifying investments, the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the Sub-Fund.

Investments in and holding of warrants may result in increased volatility of the Net Asset Value of the Sub-fund. and accordingly is accompanied by a higher degree of risk.

Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its Sub-funds, no guarantee can be given as to whether the investment objectives will be achieved.

Base Currency The Base Currency of this Sub-fund is JPY.

Reference Index This Sub-fund compares its performance with the TOKYO SE (TOPIX) - Total Return Index.

Profile of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to rnaxirnise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon, at least 5 years, is required in order to ride out potentially adverse market trends.

Investors should further be aware that because of the investment strategy applied by this Sub-fund. significant differences between the development of the Sub-fund and that of the market (as defined by the reference index) may occur and may be prevalent for an

extended period of time.

Available Shares Shares of this Sub-fund are currently available as: 0 AP-Shares; Base Currency, EUR, NOK or SEK *)

BP-Shares; Base Currency, EUR, NOK or SEK 81-Shares; Base Currency

rn €-Shares; Base Currency or EUR rn X-Shares; Base Currency *) as from 01 July 2006.

81-Shares and X-Shares are reserved for Institutional Investors.

Cut-off Time 1530 CET on any Business Day.

Minimum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Sub-class is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent BI-Shares EUR 5.000,OOO.OO or the equivalent X-Shares EUR 20.000,000.00 or the equivalent

Fees charged to the Investor

Subscription Conversion Redemption Fee Fee Fee

AP-Shares up to 5.0% up to 1 .O% up to 1 .O% BP-Shares up to 5.0% up to 1 .O% up to 1.0%

X-Shares Nil Nil Nil

Additional Subscription Fee: Shareholders may in connection with Conversion of their Shares be requested to bear the difference in the initial Subscription Fee between the Sub-fund they redeem and the Sub-fund to which they subscribe.

Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter "Net Asset Value" of the Prospectus.

Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fee on their own behalf in connection with Subscription and/or Redemption of Shares in their market. Such fees are independent of the Company, the Custodian and the Management Company.

Fees charged to the Sub-fund

Management Fee Dlstrlbutlon Fee AP-Shares 1.5000% p-a. 0.0000% p.a. BP-Shares 1.5000% p.a. 0.0000% p-a.

1.5000% p.a. 0.7500% p-a. E-Shares BI-Shares 0.8500% p.a. 0.0000% p-a- X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p-a. and an administrative fee of up to 0.1250% p a : in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund's assets taken retrospectively as a percentage of the Sub-fund's average assets. The latest calculated TER-rate can be found in the Company's latest financial report.

E-Shares UP to 5.0% UP to 1.0% UP to 1.0% 81-Shares up to 5.0% up to 1.0% up to 1.0%

9

Nordea I - European Value Fund

Investment objective This Sub-fund aims to preserve the Shareholdets capital and to provide an adequate rate of return on the investment.

Ellglble assets, investment pollcy and risk profile This Subfund shall invest a minimum of *thirds of its total assets (after deduction of cash) in equities, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in Europe.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Within the above-mentioned restrictions and the Company's general investment restrictions, this Sub-fund invests its assets according to the Value Investment Concept.


For this Sub-fund the use of derivatives is limited to a small proportion of the Sub-fund's net assets for hedging purposes as well as for efficient portfolio management.

The investments made in this SubFund may be subject to substantial fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition.

The factors that may trigger such fluctuations or can influence their scale include but are not limited to: rn Company specific changes rn Changes in interest rates rn Changes in exchange rates

rn

Changes affecting economic factors such as employment. public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.

By diversifying investments, the podfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the Sub-Fund.

Investments in and holding of warrants may result in increased volatility of the Net Asset Value of the Sub-fund, and accordingly is accompanied by a higher degree of risk.


Base Currency The Base Currency of this Sub-fund is EUR.

Reference index This Sub-fund compares its performance with the MSCl Europe - Net Return Index.

Profile of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus. the Investor should have experience with volatile products and be able to accept significant temporary iosses. A long-term investment horizon, at least 5 years, is required in order to ride out potentially adverse market trends.

Investors should further be aware that because of the investment strategy applied by this Sub-fund, significant differences between the development of the Sub-fund and that of the market (as defined by the reference index) may occur and may be prevalent for an

extended period of time

Available Shares Shares of this Sub-fund are currently available as: 0 AP-Shares; Base Currency, NOK or SEK *)

BP-Shares: Base Currency, NOK or SEK BI-Shares; Base Currency

0 E-Shares; Base Currency X-Shares; Base Currency

*) as from 01 July 2006.

'&Shares and X-Shares are reserved for Institutional IriveStOrS.

Cut-off Time 1530 GET on any Business Day.

Minlmum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent BI-Shares EUR 5,000,000.00 or the equivalent X-Shares EUR 2O,Mx3,000.00 or the equivalent


Subscription Converslon Redemption Fee Fee Fee

AP-Shares up to 5.0% up to 1.0% up to 1 .O% BP-Shares up to 5.0% up to 1.0% up to 1 .O%

BI-Shares up to 5.0% up to 1 .O% up to 1.0% X-Shares Nil Nil Nil



Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fee on their own behalf in connection with Subscription and/or Redemption of Shares in their market. Such fees are independent of the Company. the Custodian and the Management Company.


AP-Shares 1.5000% p.a. 0.0000% p.a. BP-Shares 1.5000% p.a. 0.0000% p.a.

1.5000% p.a. 0.7500% p.a. E-S hares El-Shares 0.8500% p.a. 0.0000% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a.: in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


E-Shares up to 5.0% up to 1 .O% up to 1.0%

Management Fee Distribution Fee

10

Nordea I - Far Eastern Value Fund

Investment objectlve This Sub-fund aims to presenre the Shareholder’s capital and to provide an adequate rate of return on the investment.

Eligible assets, investment pollcy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in equities, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in the Far Eastern Region.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by borrowers world wide as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Within the above-mentioned restrictions and the Company’s general investment restrictions, this Sub-fund invests its assets according to the Value Investment Concept.

This Sub-fund may accsssorily hold liquid assets in all currencies in which investments are effected as well as in the currency of its respective share Class(es) and/or Sub-class(es).

For this Sub-fund the use of derivatives is limited to a small proportion of the Sub-fund’s net assets for hedging purposes as well as for efficient portfolio management.


The factors that may trigger such fluctuations or can influence their scale include but are not limited to:

Company specific changes Changes in interest rates

0 Changes in exchange rates 0

0

0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.




Special risk warning regarding investment In the Far Eastern Region The Far Eastern Region may include emerging and less developed markets. In emerging and less developed markets the legal, judicial and regulatory infrastructure is still developing but there is much legal uncertainty both for local market participants and their overseas counterparts. Some markets may carry higher risks for investors who should therefore ensure that, before investing, they understand the risks involved and are satisfied that an investment is suitable as part of their portfolio. These risks may include any or all of the following elements: Political or economic risks, legal risks, accounting practices. lacking or insufficient protection of shareholders, market and settlement risks, unclear tax rules, execution and counterparty risk, as well as an uncertain status of nomineeship. This list may not be exhaustive and other risks may occur. Investors’ attention is also pointed to the fact that significant currency movements may occur and that the convertibility of a currency may be revoked.

Hence, investments in emerging and less developed markets should be made only by sophisticated investors or professionals who have independent knowledge of the relevant markets, are able to consider and weight the various risks presented by such investments, and have the financial resources necessary to bear the substantial risk of loss of investment in such investments.

Base Currency The Base Currency of this Sub-fund is USD.

Reference index This Sub-fund compares its performance with the MSCl AC Far East ex. Japan - Net Return Index.

Profile of the typlcal Investor This Subfund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon, at least 5 years, is required in order to ride out potentially adverse market trends.

Investors should further be aware that because of the investment strategy applied by this Sub-fund, significant differences between the development of the Sub-fund and that of the market (as defined by the reference index) may occur and may be prevalent for an extended period of time.

Avallable Shares Shares of this Sub-fund are currently available as:

AP-Shares: Base Currency, EUR, NOK or SEK *) BP-Shares; Base Currency, EUR, NOK or SEK BI-Shares: Base Currency E-Shares; Base Currency or EUR X-Shares: Base Currency


61-Shares and X-Shares are reserved for lnstiutional Investors.

Cut-off Tlme 1530 CET on any Business Day.

Minimum Subscriptlon, Converslon and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Sub-class is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent 61-Shares EUR 5,000,000.00 or the equivalent X-Shares EUR 20,000,000.00 or the equivalent


Subscription Converslon Redemptlon Fee Fee Fee

AP-Shares up to 5.0% up to 1 .O% up to 1.0% BP-Shares up to 5.0% up to 1.0% up to 1.0%

BI-Shares up to 5.0% up to 1.0% up to 1 .O% X-Shares Nil Nil Nil


Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prospectus.

Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fee on their own behalf in connection with Subscription

E-Shares up to 5.0% up to 1.0% UP to 1.0%

11

and/or Redemption of Shares in their market Such fees are independent of the Company. the Custodian and the Management Company.

Fees charged to the Subfund

AP-Shares 1.5000% p.a. O.OOOO% p.a. BP-Shares 1.5000% p-a. 0.0000% p.a. E-Shares 1.5000% p.8. 0.7500% p.a. 81-Shares 0.8500% p.a. 0.0000% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a-; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Subfund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.


12

Nordea 1 - North American Value Fund

Investment objective This Sub-fund aims to preserve the Shareholder's capital and to provide an adequate rate of return on the investment.

Eligible assets, investment pollcy and risk profile This Sub-fund shall invest a minimum of tho-thirds of its total assets (after deduction of cash) in equities, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in North America.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Wlthin the above-mentioned restrictions and the Company's general investment restrictions, this Sub-fund invests its assets according to the Value Investment Concept.


For this Sub-fund the use of derivatives is limited to a small proportion of the Sub-fund's net assets for hedging purposes as wll as for efficient portfolio management.



Company specific changes Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment. public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.


By diversifying investments, the porlfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the Sub-Fund.

Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its Sub-funds, no guarantee can be given as to whether the investment objectives will be achieved,

Base Currency The Base Currency of this Sub-fund is USD

Reference Index This Sub-fund compares its performance with the SLP 500 Composite - Total Return Index.

Profile of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon, at least 5 years, is required in order to ride out potentially adverse market trends.

Investors should further be aware that because of the investment strategy applied by this Sub-fund, significant differences between the development of the Sub-fund and that of the market (as defined by the reference index) may occur and may be prevalent for an

extended period of time.

Available Shares Shares of this Sub-fund are currently available as:

BI-Shares; Base Currency

0 HA EUR-Shares *) HB EUR-Shares *) HBSEK-Shares *)

0 HBNOK-Shares *) X-Shares; Base Currency


BI-Shares and X-Shares are reserved for Institutional Investors.

Cut-off Time 15:30 CET on any Business Day

Mlnlmum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:

AP-Shares; Base Currency, EUR. NOK or SEK *) BP-Shares; Base Currency, EUR, NOK or SEK

E-Shares; Base Currency or EUR

AP-Shares BP-Shares E-Shares HA EUR-Shares HB EUR-Shares HB SEK-Shares HB NOK-Shares 81-Shares X-Shares

EUR EUR EUR EUR EUR SEK NOK EUR EUR


50.00 50.00 50.00 50.00 50.00

500.00 400.00

5,000,000. 00 20,000,000.00

AP-Shares BP-Shares E-Shares HA EUR-Shares HB EUR-Shares HB SEK-Shares HB NOK-Shares 81-Shares X-Shares

Subscriptlon Fee up to 5.0% up to 5.0% Up to 5.0% up to 5.0% up to 5.0%

up to 5.0%

Nil

up to 5.0%

Up to 5.0%

Conver- sion Fee up to 1.0% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% Nil

or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent

Redemption Fee

up to 1.0% up to 1.0% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% up to 1.0% up to 1 .O%

Nil


Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further. up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter "Net Asset Value" of the Prospectus.

Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fee on their own behalf in connection with Subscription andlor Redemption of Shares in their market Such fees are independent of the Company, the Custodian and the Management Company.


Management Fee AP-Shares 1.5000% p.a. BP-Shares 1.5000% p.a- E-Shares 1.5000% p.a- HA EUR-Shares 1.5000% p.a. HB EUR-Shares 1.5000% p.a. HB SEK-Shares 1.5000% p.a. HB NOK-Shares 1.5000% p.a.

Distribution Fee 0.0000% p.a. 0.0000% p.a. 0.7500% p-a. 0.0000% p a 0.0000% p.3. 0.0000% p-a. 0.0000% p-a.

13

81-Shares l.MJOO% p a 0.0000% p.a X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Subfund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p-a-: in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratio (TER) This ratio expresses the sum of a11 costs and commissions charged on an ongoing basis to the Sub-fund's assets taken retrospectively as a percentage of the Sub-fund's average assets. The latest calculated TER-rate can be found in the Company's latest financial report.

14

Nordea I - Global Value Fund

Investment objective This Sub-fund aims to preserve the Shareholder's capital and to provide an adequate rate of return on the investment.

Ellgible assets, investment policy and risk profile This Sub-fund invests globally and shall invest a minimum of two- thirds of its total assets (after deduction of cash) world wide in equities. other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights.

This Sub-fund may invest up to one-third of its total assets world wide in bonds and other debt instruments denominated in various currencies and warrants on bonds.

Within the above-mentioned restrictions and the Company's general investment restrictions, this Sub-fund invests its assets according to the Value Investment Concept. The Management Company will decide on the asset allocation from time to time.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected as well as in the currency of its respective share Class(es) andlor Sub-class(es).

For this Sub-fund the use of derivatives is limited to a small proportion of the Sub-fund's net assets for hedging purposes as well as for efficient portfolio management.



Company specific changes Changes in interest rates Changes in exchange rates

0

Changes affecting economic factors such as employment. public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.





Reference index This index is constructed from 50% MSCI World -Net Return Index and 50% MSCI World GDP - Net Return Index.




AP-Shares; Base Currency, NOK or SEK *) BP-Shares: Base Currency, NOK or SEK E-Shares; Base Currency X-Shares; Base Currency


X-Shares are reserved for Institutional Investors.


Minimum Subscrlptlon, Conversion and Holdlng Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-S hares EUR 50.00 or the equivalent X-Shares EUR 20.000.000.00 or the equivalent


Subscrlptlon Conversion Redemptlon Fee Fee Fee

AP-Shares up to 5.0% up to 1.0% up to 1 .O% BP-Shares up to 5.0% up to 1 .O% up to 1 .O%






AP-Shares 1.5000% p-a. 0.0000% p.a. BP-Shares 1.5000% p.a. 0.0000% p.a. E-Shares 1.5000% p.a. 0.7500% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a.: in addition hereto the Sub- fund also pays the expenses as described in chapter 15. Expenses borne by the Company of the Prospectus.




15

Nordea I - Danish Equity Fund

Investment objective This Sub-fund aims to preserve the Shareholder's capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk profile This Sub-fund shall invest a minimum of three-fourths of its total assets (after deduction of cash) in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies A i c h are domiciled or exercise the predominant part of their economic activity in Denmark.

This Sub-fund may invest up to one-fourth of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities. other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.


For this Sub-fund the use of derivatives is limited to hedging of the Sub-fund's net assets in relation to the composition of the reference index used as well as for efficient portfolio management.



Company specific changes Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment. public expenditure and indebtedness, inflation Changes in the legal environment Change in Investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.

By diversifying investments. the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the Sub-Fund.


Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its Sub-funds. no guarantee can be given as to whether the investment objectives Will be achieved.

Base Currency The Base Currency of this Sub-fund is DKK.

Reference index This Sub-fund compares its performance against the Copenhagen Kax All Shares.



X-Shares; Base Currency

X-Shares are reserved for Institutional Investors

BP-Shares; Base Currency, EUR, NOK or SEK E-Shares; Base Currency or EUR


Minimum Subscriptlon, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Sub-lass is:

BP-S hares EUR 50.00 or the equivalent €-Shares EUR 50.00 or the equivalent X-Shares EUR 20,000.000.00 or the equivalent



BP-Shares up to 5.0% up to 1 .O% Up to 1 .O% E-Shares up to 5.0% up to 1 .O% up to 1 .O% X-Shares Nil Nil Nil





BP-Shares 1.5000% p.a. 0.0000% p.a. E-Shares 1.5000% p-a- 0.7500% p-a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a- and an administrative fee of up to 0.1250% p-a,: in addition hereto the Sub- fund also pays the expenses as described in chapter 15: Expenses borne by the Company of the Prospectus.


Management Fee Distributlon Fee

16

Nordea 1 - Swedish Equity Fund

Investment objective This Sub-fund aims to preserve the Shareholder‘s capital and to provide an adequate rata of return on the investment, This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk profile This Sub-fund shall invest a minimum of three-fourths of its total assets (after deduction of cash) in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in Sweden.

This Sub-fund may invest up to one-fourth of its total assets in bonds. warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.


For this Sub-fund the use of derivatives is limited to hedging of the Sub-fund’s net assets in relation to the composition of the reference index used.



Company specific changes Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets. countries. industries and secton.




Base Currency The Base Currency of this Subfund is SEK.

Reference index This Sub-fund compares its performance against the Swedish SIX Portfolio Index - Total Return.





Cut-off Time 1530 CET on any Business Day

Minimum Subscription, Conversion and Holding Amount The minimum Subscription. Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent X-Shares EUR 20,000,000.00 or the equivalent


BP-Shares; Base Currency, EUR. NOK E-Shares: Base Currency or EUR


BP-Shares up to 5.0% up to 1 .O% up to 1 .O%




Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fee on their own behalf in connection with Subscription andlor Redemption of Shares in their market. Such fees are independent of the Company, the Custodian and the Management Company.



Management Fee Dlstrlbutlon Fee BP-Shares 1.5000% p.a. 0.0000% p.a. E-Shares 1.5000% p.a. 0.7500% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p-a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Sub-fund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.

I

17

Nordea I - Norwegian Equity Fund

Investment objective This Sub-fund aims to preserve the Shareholder‘s capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, Investment policy and rlsk profile This Sub-fund shall invest a minimum of three-fourths of its total assets (after deduction of cash) in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in N o m y .

This Sub-fund may invest up to one-fourth of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.





Company specific changes Changes in interest rates

0 Changes in exchange rates

0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in th8 legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.



Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its Sub-funds, no guarantee can be given as to whether the investment objectives Will be achieved.

Base Currency The Base Currency of this Sub-fund is NOK

Reference index This Sub-fund compares its performance against the Oslo Exchange Mutual Fund Index - Total Return.

Profile of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon, at least 5 years. is required in order to ride out potentially adverse market trends.


BP-Shares: Base Currency, EUR or SEK 0 E-Shares: Base Currency or EUR

X-Shares: Base Currency



Mlnlmum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:

BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent X-Shares EUR 20.000,000.00 or the equivalent






Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion b e h e n Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prospectus.



BP-Shares 1.5000% p.a. 0.0000% p.a. E-Shares 1.5000% p.a. 0.7500% p.a. X-Shares Nil Nil

€-Shares Up to 5.0% Up to 1 .o% Up to 1 .o%


Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratlo (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Sub-fund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.

18

Nordea I - Finnish Equity Fund

Investment objectlve This Sub-fund aims to preserve the Shareholder‘s capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eliglble assets, investment policy and rlsk profile This Sub-fund shall invest a minimum of three-fourths of its total assets (after deduction of cash) in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in Finland.

This Sub-fund may invest up to one-fourth of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities. other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.



The investments made in this SuhFund may be subject to substantial fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition.


Company specific changes Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.





Reference index This Sub-fund compares its performance against the HEX potlfolio - Total Return Index.



BP-Shares; Base CUKenCy, NOK or SEK E-Shares; Base Currency X-Shares; Base Currency


Cut-off Time 15:30 CET on any Business Day.

Minlmum Subscriptlon, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:



Subscriptlon Conversion Redemption Fl3e Fee Fee

BP-Shares up to 5.0% up to 1.0% up to 1.0%



E-Shares up to 5.0% up to 1 .O% up to 1 .O%






Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p a ; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


I

19

Nordea I - Nordic Equity Fund

Investment objectlve This Sub-fund aims to preserve the Shareholder's capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index 8s a benchmark for investment purpose.

Eligible assets, investment policy and risk proflle This Sub-fund shall invest a minimum of three-fourths of its total assets (after deduction of cash) in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in the Nordic Region.

This Sub-fund may invest up to one-fourth of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.


For this Sub-fund the use of derivatives is limited to hedging of the Sub-fund's net assets in relation to the composition of the reference index used.


The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Company specific changes 0 Changes in interest rates 0 Changes in exchange rates

0

0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets. countries, industries and sectors.





Reference index This Sub-fund compares its performance against the MSCl Nordic - Net Return Index.

Profile of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus. the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon, at least 5 years, is required in order to ride out potentially adverse market trends.

Available Shares Shares of this Sub-fund are currently available as: 0 AP-Shares: Base Currency, NOK or SEK *) 0 BP-Shares: Base Currency, NOK or SEK

E-Shares: Base Currency X-Shares: Base Currency





AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent X-Shares EUR 20.000.000.00 or the equivalent



AP-Shares up to 5.0% up to 1.0% up to 1.0% BP-Shares up to 5.0% up to 1 .O% up to 1.0%






AP-Shares 1.5000% p.a. 0.0000% p.a. BP-Shares 1.5000% p.a. O.OOOO% p.a. E-Shares 1.5000% p.a. 0.7500% p.a. X-Shares Nil Nil



E-Shares Up to 5.0% Up to 1.0% Up to 1.0%


20

Nordea I - Central & Eastern European Equity Fund (formerly Nordea 1 - Central European Equity Fund)


Eligible assets, investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in equities, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in Central & Eastern Europe.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by world wide borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights). dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Within the above-mentioned restrictions and the Company's general investment restrictions. this Sub-fund will invest its assets in companies regardless of their size, industry or location and will concentrate its investments in a more limited number of companies and the resulting porffolio will be less diversified.

This Subfund may accessorily hold liquid assets in all currencies in which investments are effected as well as in the currency of its respective share Class(es) andlor Sub-class(es).

For this Sub-fund the use of derivatives is limited to hedging of the Subfund's net assets in relation to the composition of the reference index used.




0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.9. equities versus bonds or cash), markets, countries, industries and sectors.




Special risk warning regarding investments in Central & Eastern European markets In emerging and less developed markets the legal, judicial and regulatory infrastructure is still developing but there is much legal uncertainty both for local market participants and their overseas counterparts. Some markets may carry higher risks for investors who should therefore ensure that, before investing, they understand the risks involved and are satisfied that an investment is suitable as part of their portfolio. Investments in emerging and less developed markets should be made only by sophisticated investors or professionals who have independent knowledge of the relevant markets, are able to consider and weight the various risks presented by such investments, and have the financial resources necessary to bear the substantial risk of loss of investment in such investments.

Base Currency The Base Currency of this Sub-fund will be EUR

Reference index This Sub-fund compares its performance against the MSCl EM Eastern Europe - Net Return Index.

Proflle of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon, at least 5 years, is required in order to ride out potentially adverse market trends.

Available Shares Shares of this Sub-fund will be available as:

E-Shares; Base Currency X-Shares: Base Currency



Minimum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent X-S ha res EUR 20,000,000.00 or the equivalent


BP-Shares: Base Currency. NOK or SEK




Additional Subscription Fee: Shareholders may in connection with Conversion of their Shares be requested to bear the difference in the initial Subscription Fee betwen the Sub-fund they redeem and the Sub-fund to which they subscribe.




BP-Shares 1.5000% p.a. 0.0000% p.a. E-Shares 1.5000% p.a. 0.7500% p.a. X-S ha res Nil Nil


Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged

E-Shares Up to 5.0% Up to 1 .O% Up to 1 .O%


21

on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Subfund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.

22

Nordea I - European Stable Equity Fund - - (formerly Nordea I - European Core Equity Fund)

Investment objective This Sub-fund aims to preserve the Shareholder's capital and to provide an adequate rate of return on the investment. The investment manager will focus, within the investment restrictions listed below, on equities providing a potential of stable return over a time span of several years. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eliglble assets, Investment policy and risk proflle This Sub-fund shall invest a minimum of three-fourths of its total assets (after deduction of cash) in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in Europe.

This Sub-fund may invest up to one-fourth of its total assets in bonds. warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by world wide borrowers as well as in equities, other equities and equity rights. dividend-right certificates. warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Within the abwe-mentioned restrictions and the Company's general investment restrictions, this Sub-fund will invest its assets in Companies offering the best potential for generating stable returns over a long-term horizon.



The investments made in this SubFund may be subject to substantial fluctuations and no guarantee can be given that the value of the shares Will not fall below the value at the time of their acquisition.


Company specific changes 0 Changes in interest rates

Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.9. equities versus bonds or cash), markets, countries, industries and sectors.





Reference index This Sub-fund compares its performance against MSCl Europe. Net Return Index.

Profile of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon. at least 5 years, is required in order to ride out potentially adverse market trends.


Available Shares Shares of this Sub-fund will be available as: 0

0 BI-Shares; Base Currency 0 E-Shares: Base Currency




Mlnimum Subscription, Converslon and Holding Amount The minimum Subscription. Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent BI-Shares EUR 5,000.000.00 or the equivalent X-S hares EUR 20,000,000.00 or the equivalent


BP-Shares; Base Currency, NOK or SEK

Subscription Conversion Redemption Fee Fee F99

BP-Shares up to 5.0% up to 1.0% Up to 1.0%





BP-Shares 1.5000% p-a. 0.0000% p-a. E-Shares 1.5000% p-a. 0.7500% p.a. 81-Shares 0.5000% p-a. 0.0000% p-a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p-a- and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


First launch date This Sub-fund is currently not open for subscription

E-Shares UP to 5.0% up to 1 .O% Up to 1.0% BI-Shares up to 5.0% up to 1.0% up to 1.0%


23

Nordea I - European Equity Fund

Investment objective This Sub-fund aims to preserve the Shareholdets capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Ellglble assets, investment policy and risk profile This Sub-fund shall invest a minimum of threefourths of its total assets (after deduction of cash) in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity tights issued by companies which are domiciled or exercise the predominant part of their economic activity in Europe.

This Sub-fund may invest up to one-fourth of its total assets in bonds. warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities. other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Whin the above-mentioned restrictions and the Company's general investment restrictions, this Sub-fund invests its assets according to the TIP Investment Concept.




The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Company specific changes 0 Changes in interest rates

Changes in exchange rates 0

0

0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.@ equities versus bonds or cash), markets, countries, industries and sectors.


Investments in and holding of wrrants may result in increased volatility of the Net Asset Value of the Sub-fund, and accordingly is accompanied by a higher degree of risk.

Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its Sub-funds. no guarantee can be given as to whether the investment objectives will be achieved.

Base Currency The Base Currency of this Sub-fund is EUR

Reference index This Sub-fund compares its performance against the MSCl Europe Growth - Net Return Index.



AP-Shares; Base Currency, NOK or SEK ") BP-Shares; Base Currency, NOK or SEK E-Shares; Base Currency X-Shares; Base Currency




Minimum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-S hares EUR 50.00 or the equivalent X-Shares EUR 20,M30,000.00 or the equivalent



AP-Shares up to 5.0% up to 1 .O% up to 1 .O% BP-Shares up to 5.0% up to 1 .O% up to 1 .O% E-Shares Up to 5.0% Up to 1 .o% Up to 1 .o% X-Shares Nil Nil Nil





AP-Shares 1.5000% p-a. 0.0000% p-a. BP-Shares 1 . 5 ~ 0 % p-a. 0.0000% p-a. E-Shares 1 . 5 ~ 0 % p-a. 0.7500% p-a. X-Shares Nil Nil

Management Fee Dlstrlbutlon Fee



24

Nordea I -Japanese Equity Fund


Ellgible assets, Investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in equities, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in Japan.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Wh in the above-mentioned restrictions and the Company’s general investment restrictions, this Sub-fund invests its assets according to the TIP Investment Concept.





Company specific changes Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness. inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash). markets, countries, industries and sectors.

By diversifying investments. the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the Sub-Fund,



Base Currency The Base Currency of this Sub-fund is JPY

Reference index This Sub-fund compares its performance against MSCl Japan Growth - Net Return Index.





Cut-off Time 1530 GET on any Business Day.

Minimum Subacriptlon, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subxlass is:



BP-Shares: Base Currency, EUR, NOK or SEK €-Shares; Base Currency or EUR

Subscription Conversion Redernptlon Fee Fee Fee


X-S hares Nil Nil Nil







Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Sub-fund’s average assets. The latest calculated TER-rate can be found in the C0mpany.s latest financial report.

€-Shares up to 5.0% up to 1.0% up to 1 .O%


I

25

Nordea I - Far Eastern Equity Fund

Investment objective This Sub-fund aims to presetve the Shareholder‘s capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Ellglble assets, investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (affer deduction of cash) in equities, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their economic activity in the Far Eastern Region.

This Sub-fund may invest up to onethird of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by borrowers world wide as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Within the above-mentioned restrictions and the Company’s general investment restrictions, this Sub-fund invests its assets according to the TIP Investment Concept.






0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries: industries and sectors.




Special risk warning regardlng investment in the Far Eastern Region The Far Eastern Region may include emerging and less developed markets. In emerging and less developed markets the legal. judicial and regulatory infrastructure is still developing but there is much legal uncertainty both for local market participants and their overseas counterparts. Some markets may carry higher risks for investors who should therefore ensure that. before investing, they understand the risks involved and are satisfied that an investment is suitable as part of their portfolio. These risks may include any or all of the following elements: Political or economic risks, legal risks, accounting practices, lacking or insufficient protection of shareholders, market and settlement risks, unclear tax rules, execution and counterparty risk, as well as an uncertain status of nominee ship. This list may not be exhaustive and other risks may occur. Investors’ attention is also pointed to the fact that significant currency movements may occur and that the convertibility of a

currency may be revoked

Hence, investments in emerging and less developed markets should be made only by sophisticated investors or professionals who have independent knowledge of the relevant markets, are able to consider and weight the various risks presented by such investments, and have the financial resources necessary to bear the substantial risk of loss of investment in such investments.


Reference index This Sub-fund compares its performance against the MSCI AC Far East Free ex. Japan Growth - Net Return Index.



BP-Shares; Base Currency, NOK or SEK E-Shares: Base Currency X-Shares: Base Currency



Minimum Subscription, Conversion and Holdlng Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:



Subscription Conversion Redemptlon Fee Fee Fee




Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further. up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion beONsen Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The Same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prospectus.



BP-Shares 1.5000% p-a. 0.0000% p a E-Shares 1.5000% p-a. 0.7500% p-a. X-Shares Nil Nil

E-Shares UP to 5.0% UP to 1 .O% up to 1 .O%


26

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expanses as described in chapter 15, Expenses borne by the Company of the Prospectus.


27

Nordea I - North American Equity Fund

Investment objective This Sub-fund aims to preserve the Shareholdets capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Ellglble assets, investment pollcy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in equities. other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights issued by companies which are domiciled or exercise the predominant part of their ewnomic activity in North America.

This Sub-fund may invest up to Onethird of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies and issued by domestic or foreign borrowers as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.

Within the above-mentioned restrictions and the Company’s general investment restrictions. this Sub-fund invests its assets according to the TIP Investment Concept.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected as well as in the currency of its respective share Class(es) and/or Suklass(es).




Company specific changes Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.9. equities versus bonds or cash), markets, countries, industries and sectors.

By diversifying investments, the potlfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the Sub-Fund.

Investments in and holding of warrants may resut in increased volatility of the Net Asset Value of the Sub-fund, and accordingly is accompanied by a higher degree of risk.



Reference index This Sub-fund compares its performance against MSCl North America Growth - Net Return Index.



HA EUR-Shares-) HB EUR-Shares *) HBSEK-Shares *) HBNOK-Shares *) X-Shares; Base Currency




Minimum Subscrlptlon, Converslon and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

AP-Shares; Base Currency; EUR, NOK or SEK *) BP-Shares; Base Currency, EUR, NOK or SEK E-Shares: Base Currency or EUR

AP-Shares BP-Shares E-Shares HA EUR-Shares HB EUR-Shares HB SEK-Shares HB NOK-Shares X-Shares

EUR 50.00 EUR 50.00 EUR 50.00 EUR 50.00 EUR 50.00 SEK 500.00 NOK 400.00 EUR 20.000.000.00


AP-S hares BP-Shares E-Shares HA EUR-Shares HB EUR-Shares HB SEK-Shares HB NOK-Shares X-Shares

Subscription Fee up to 5.0% Up to 5.0% up to 5.0% Up to 5.0% Up to 5.0% Up to 5.0% up to 5.0% Nil

Conversion Fee up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% Nil

or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent or the equivalent

Redemption Fee up to 1.0% up to 1.0% up to 1 .O% up to 1.0% up to 1 .O% up to 1 .O% up to 1.0% Nil





AP-Shares BP-Shares E-Shares HA EUR-Shares HB EUR-Shares HB SEK-Shares HB NOK-Shares X-Shares

Management Fee 1.5000% p.a. 1.5000% p.a. 1.5000% p.a. 1.5000% p.a. 1.5000% p.a. 1.5000% p.a. 1.5000% p-a. Nil

Dlstributlon Fee 0.0000% p.a. 0.0000% p.a. 0.7500% p.a. 0.0000% p-a. 0.0000% p-a. 0.0000% p.3. 0.0000% p.a. Nil

28

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p-a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund's assets taken retrospectively as a percentage of the Subfund's average assets. The latest calculated TER-rate can be found in the Company's latest financial report.

29

Nordea I - Global Core Equity Fund


Eliglble assets, investment policy and rlsk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) world wide in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights.

This Sub-fund may invest up to one-third of its total assets m r l d wide in bonds and other debt instruments denominated in various currencies and warrants on bonds.

Wthin the above-mentioned restrictions and the Company's general investment restrictions, this Sub-fund invests its assets in companies world wide, and it is the intention of the investment manager to track the performance of the reference index, with a tracking deviation of no more than 5%. in normal market conditions.




The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Company specific changes

Changes in interest rates 0 Changes in exchange rates 0

0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.





Reference index This Sub-fund compares its performance against MSCl World - Net Return Index.


Even though it is the intention of the investment manager to track the performance of the reference index, with a tracking deviation of no more than 5%, in normal market conditions, investors should further be aware that significant differences between the

development of the Sub-fund and that of the market (as defined by the reference index) may occur and may, in abnormal market conditions, be prevalent for an extended period of time.


81-Shares: Base Currency E-Shares; Base Currency X-Shares; Base Currency



Minimum Subscription, Conversion and Hoidlng Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:

BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent El-Shares EUR 5,000,000.00 or the equivalent X-Shares EUR 20,000,000.00 or the equivalent


BP-Shares; Base Currency, NOK or SEK

Subscrlptlon Converslon Redemption Fee Fee Fee

BP-Shares up to 5.0% Up to 1 .O% up to 1 .O% E-Shares up to 5.0% Up to 1.0% up to 1 .O% BI-Shares UP to 5.0% Up to 1 .O% up to 1 .O% X-Shares Nil Nil Nil


Dilution Levy: In addition to the Subscription Fee. up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter "Net Asset Value" of the Prospectus.



Management Fee Distribution Fee BP-Shares 1.5000% p-a. 0.0000% p.a. E-Shares 1.5000% p.a. 0.7500% p.a.

BI-Shares 0.5000% p.a. 0.0000% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p a and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund's assets taken retrospectively as a percentage of the Subfund's average assets. The latest calculated TER-rate can be found in the Company's latest financial report.

30

Nordea I - Global Equity Fund

Investment objectlve This Sub-fund aims to presetve the Shareholder‘s capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk profile This Sub-fund invests globally and shall invest a minimum of two- thirds of its total assets (after deduction of cash) world wide in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights.

This Sub-fund may invest up to one-third of its total assets world wide in bonds and other debt instruments denominated in various currencies and warrants on bonds.

Wnhin the above-mentioned restrictions and the Company’s general investment restrictions, this Sub-fund invests its assets according to the TIP Investment Concept.





Company specific changes 0 Changes in interest rates

Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.





Reference index This Sub-fund compares its performance against MSCI World Growth - Net Return Index.



AP-Shares; Base Currency, NOK or SEK *) BP-Shares; Ease Currency, NOK or SEK BI-Shares; Base Currency *)

0 E-Shares; Base Currency 0 X-Shares; Base Currency *) as from 01 July 2006.

81-Shares and X-Shares are reserved for Institutional Investors.


Minimum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

AP-S hares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent BI-Shares EUR 5,000,000.00 or the equivalent X-Shares EUR 20,000,000.00 or the equivalent



AP-Shares up to 5.0% up to 1 .O% up to 1.0% BP-Shares up to 5.0% up to 1.0% up to 1 .O%



Dilution Levy: In addition to the Subscription Fee. up to 0.75% of the Net Investment Amount may be charged to the Investors in order to covet for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prospectus.



AP-Shares 1.5000% p.a. 0.0000% p.a. BP-Shares 1.5000% p-a. 0.0000% p.a. E-Shares 1.5000% p-a. 0.7500% p.a.

0.0000% p.a. 81-Shares 0.8500% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p-a,; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratlo (TER) This ratio expresses the Sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Sub-fund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.

E-Shares UP to 5.0% UP to 1 .O% UP to 1 .O% BI-Shares UP to 5.0% up to 1 .O% up to 1.0%

Management Fee Dlstribution Fee

31

Nordea I - IT Fund

Investment objectlve This Sub-fund aims to preserve the Shareholdets capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Ellglble assets, investment policy and rlsk profile This Sub-fund shall invest a minimum of --thirds of its total assets (after deduction of cash) in equaies, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-right certificates. warrants on equities qualified as transferable securities and equity rights issued by companies which are active in or predominantly active in the IT sector.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the abovementioned restriction.

Due to investments in only one economical sector this Sub-fund can show substantial price volatility.




The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Company specific changes

Changes in interest rates Changes in exchange rates

0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e-g. equities versus bonds or cash), markets, countries, industries and sectors.

By diversifying investments. the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the Sub-Fund


Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its Sub-funds, no guarantee can be given as to Mether the investment objectives will be achieved.

Base Currency The Base Currency of this Sub-fund is USD

Reference index This Sub-fund compares its performance against MSCl World IT - Net Return Index.


Available Shares Shares of this Sub-fund are currently available as: 0

0

0 X-Shares; Base Currency

X-Shares are resewed for Institutional Investors







BP-Shares up to 5.0% up to 1 .O% up to 1.0% E-Shares up to 5.0% up to 1 .O% up to 1.0% X-Shares Nil Nil Nil





BP-Shares 1.5000% p.a. O.OOOO% pa. E-Shares 1.5000% p.a. 0.7500% pa. X-Shares Nil Nil




32

Nordea I - Biotech Fund


Eliglble assets, investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in equities. other equity shares such as co- operative shares and participation certificates (equities and equity rights). dividend-right certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are active in or predominantly active in the biotechnology sector.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.







0 Changes affecting economic factors such as employment. public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash). markets. countries, industries and sectors.





Reference index This Sub-fund compares its performance against Nasdaq Biotechnology Index.

Profile of the typlcal Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon. at least 5 years, is required in order to ride out potentially adverse market trends.


HA EUR-Shares *) X-Shares; Base Currency




Mlnlmum Subscriptlon, Conversion and Holdlng Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Sub-class is:

BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent HA EUR-Shares EUR 50.00 or the equivalent X-Shares EUR 20,000.000.00 or the equivalent





HA EUR-Shares up to 5.0% up to 1 .O% up to 1 .O% X-Shares Nil Nil Nil





BP-Shares 1.5000% p-a. 0.0000% p.a. E-S hares 1.5000% p.3. 0.7500% p.a. HA EUR-Shares 1.5000% p-a. 0.0000% p.a. X-Shares Nil Nil


Total Expanse Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Sub-fund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.

E-Shares up to 5.0% up to 1.0% up to 1.0%


33

Nordea I - E-Business Fund

Investment objectlve This Subfund aims to presefve the Shareholder's capital and to provide an adequate rate of return on the investment. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in equfties, other equity shares such as co- operative shares and participation certificates (equities and equity rights), dividend-fight certificates, warrants on equities qualified as transferable securities and equity rights issued by companies which are active in or predominantly active in the E-business sector.

This Sub-fund may invest up to one-third of its total assets in bonds, warrants on bonds qualified as transferable securities and other debt instruments denominated in various currencies as well as in equities, other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend-right certificates, warrants on equities qualified as transferable securities and equity rights which do not meet the above-mentioned restriction.






Company specific changes Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. equities versus bonds or cash), markets, countries, industries and sectors.




Base Currency The Base Currency of this Subfund is USD.

Reference index This Sub-fund compares its performance against MSCl World IT - Net Return Index.

Profile of the typical Investor This Sub-fund is suitable for the Investor who is prepared to take the higher risks associated with investments in the stock markets in order to maximise the return. Thus, the Investor should have experience with volatile products and be able to accept significant temporary losses. A long-term investment horizon. at least 5 years, is required in order to ride out potentially adverse market trends.


- X-Shares; Base Currency



Mlnlmum Subscrlption, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Sub-class is:





EP-Shares up to 5.0% up to 1 .O% up to 1 .O% E-Shares up to 5.0% up to 1 .O% up to 1 .O% X-Shares Nil Nil Nil





BP-Shares 1.5000% p.a. 0.0000% p.a. 0.7500% p.a. E-Shares 1.5000% p.a.

X-Shares Nil Nil




34

Nordea I - Danish Bond Fund

Investment objective This Sub-fund aims to preserve the Shareholder’s capital and to provide a stable, high yield exceeding the average interest level in Denmark. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk proflle This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities being domiciled or exercising the predominant part of their economic activity in Denmark.

In addition to the above-mentioned limitations, this Sub-fund will respect within the remaining one-third of its total assets all the following limitations for investments in the below securitieslinstruments which may in aggregate not exceed one third of its total assets; (i) a maximum of 25 percent of the total assets of this Sub-Fund

may be invested in convertible bonds and other equity-linked debt securities:

(ii) a maximum of one third of the total assets of this Sub-fund may be invested in money market instruments;

(iii) a maximum of 10 percent of the total assets of this Suk-Fund may be invested in equity securities.

Wlthin the above-mentioned restrictions and the Company’s general investment restrictions this Sub-fund invests predominantly in government bonds or bonds issued by local authorities or agencies and mortgage bonds

Private borrowers and public authorities comprise, among others, corporations, municipalities, mortgage institutions and governments.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) and/or Subclass(es).


The investments made in this Sub-Fund may be subject to fluctuations and no guarantee can be given that the value of the shares Will not fall below the value at the time of their acquisition.


Changes in interest rates 0 Changes in exchange rates 0 Changes affecting economic factors such as employment,

public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. bonds versus equities or cash).

By diversifying investments, the porlfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.

Although the Board of Directon makes every effort to achieve the investment objectives of the Company and its Sub-funds, no guarantee can be given as to whether the investment objectives will be achieved.

Base Currency The Base Currency of this Sub-fund is DKK

Reference index This Sub-fund compares its performance against JPM Denmark God. Bond Denmark KRN - Total Return Index.

Proflle of the typlcal Investor This Sub-fund is suitable for the investor who needs a well- diversified bond allocation in his portfolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.


0



Cut-off Tlme 1530 CET on any Business Day

Minimum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Sub-class is:



BP-Shares: Base Currency, EUR, NOK or SEK €-Shares: Base Currency or EUR





Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prcspectus.



BP-Shares 0.6000% p.a. 0.0000% pa. E-Shares 0.6000% p.a. 0.7500% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p a and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expanses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratio (TER) This ratio expresses the sum of all cnsts and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Sub-fund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.

E-Shares UP to 3.0% UP to 1 .O% UP to 1 .O%

Management Fee Dlstributlon Fee

35

Nordea 1 - Danish Mortgage Bond Fund

Investment objectlve This Sub-fund aims to preserve the Shareholdet's capital and to provide a stable, high yield exceeding the average interest level in Denmark. This Sub-fund is further using its reference index as a benchmark for investment pUrpoS8.

Eligible assets, Investment pollcy and risk profile

This Sub-fund shall invest a minimum of -thirds of its total assets (after deduction of cash) in fixed-income and floating rate mortgage bonds issued by private borrowers and public authorities being domiciled or exercising the predominant part of their economic activity in Denmark

In addition to the above-mentioned limitations, this Sub-fund Will respect within the remaining one-third of its total assets all the following limitations for investments in the below securitieslinstruments which may in aggregate not exceed one third of its total assets: (i) a maximum of 25 percent of the total assets of this Sub-Fund

may be invested in convertible bonds and other equity-linked debt securities;

(ii) a maximum of one third of the total assets of this Subfund may be invested in money market instruments;

(iii) a maximum of 10 percent of the total assets of this Sub-Fund may be invested in equity securities.


This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) andlor Subclass(es).


The investments made in this Subfund may be subject to fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition.


Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. bonds versus equities or cash).

By diversifying investments. the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.



Reference index This Sub-fund compares its performance against JPM Denmark Govt. Bond Denmark KRN -Total Return Index.

Profile of the typical Investor This Sub-fund is suitable for the investor who needs a well- diversified bond allocation in his porffolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.


AP-Shares; Base Currency, EUR. NOK or SEK *) BP-Shares; Base Currency, EUR, NOK or SEK

0 El-Shares; Base Currency E-Shares; Base Currency or EUR

0 X-Shares; Base Currency *) as from 01 July 2006.

SI-Shares and X-Shares are reserved for Institutional Investors.


Minlmum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

AP-Shares EUR 50.M) BP-Shares EUR 50.00 E-Shares EUR 50.00 81-Shares EUR 5,000,000.00 X-Shares EUR 20,000,000.00


Subscription Conversion Fee Fee

AP-Shares up to 3.0% up to 1 .O% BP-Shares up to 3.0% up to 1.0%

X-Shares Nil Nil

Additional SubscriDtion Fee:

E-Shares UP to 3.0% UP to 1.0% BI-Shares UP to 3.0% UP to 1 .O%

or the equivalent or the equivalent or the equivalent or the equivalent or the eauivalent

Redemption Fee up to 1 .O% up to 1 .O% up to 1 .O% up to 1 .O% Nil

Shareholders may in connection with Conversion of their Shares be requested to bear the difference in the initial subscription Fee between the Sub-fund they redeem and the Sub-fund to which they subscribe.

Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the-Sub-fund. A dilution levy may also be applied in case of Convenion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter "Net Asset Value" of the Prospectus.



Management Fee Dlstribution Fee AP-Shares 0.6000% p.a. 0.0000% p.a. BP-Shares 0.6000% p.a. 0.0000% p.a. €-Shares 0.6000% pa. 0.7500% pa. 81-Shares 0.2000% p-a. O.OOOO% p-a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p a : in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


36

Nordea 1 - Danish Long Bond Fund

Investment objectlve This Sub-fund aims to presewe the Shareholder's capital and to provide a stable, high yield exceeding the average interest level in Denmark. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eliglble assets, investment policy and risk profile Within the below-mentioned restrictions and the Company's general investment restrictions this Sub-fund invests in Danish mortgage bonds with a remaining term to maturity of minimum 15 years and/or in Danish Government bonds with a remaining term to maturity of minimum 5 years.

This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities being domiciled or exercising the predominant part of their economic activity in Denmark.

In addition to the above-mentioned limitations, this Sub-fund will respect within the remaining one-third of its total assets all the following limitations for investments in the below securitieslinstruments which may in aggregate not exceed one third of its total assets: (i) a maximum of 25 percent of the total assets of this Sub-Fund




Private borro\nrers and public authorities comprise, among others. corporations, municipalities. mortgage institutions and governments.

This Sub-fund may accessorily hold liquid assets in a11 currencies in which investments are effected, as well as in the currency of its respective Class(es) andlor Subclass(es).


The investments made in this Sub-Fund may be subject to fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition.


Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e-g. bonds versus equities or cash).

By diversifying investments, the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.


Base Currency The Base Currency of this Sub-fund is DKK

Reference index This Sub-fund compares its performance against JPM Denmark God. Bond Denmark KRN -Total Return Index.

Profile of the typical Investor This Sub-fund is suitable for the investor who needs a well- diversified bond allocation in his portfolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.





Minimum Subscription, Converslon and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:




Subscrlption Conversion Redemption Fee Fee Fee

BP-Shares up to 3.0% up to 1.0% up to 1 .O%




Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fee on their own behaif in connection with Subscription andlor Redemption of Shares in their market. Such fees are independent of the Company, the Custodian and the Management Company.


E-Shares up to 3.0% up to 1.0% up to 1 .O%

Management Fee Distribution Fee BP-Shares 0.2500% p.a. 0.0000% p.a.

0.7500% p.a. E-Shares 0.2500% p.a. X-Shares Nil Nil



37

Nordea 1 - Swedish Bond Fund

Investment objective This Sub-fund aims to preserve the Shareholder‘s capital and to provide a stable, high yield exceeding the average interest level in Sweden. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, Investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities being domiciled or exercising the predominant part of their economic activity in Sweden.





Within the above-mentioned restrictions and the Company’s general investment restrictions this Sub-fund invests in government bonds or bonds issued by local authorities or agencies, mortgage bonds and corporate bonds.


This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) andlor Subtlass(es).


The investments made in this Sub-fund may be subject to fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition.

The factbrs that may trigger such fluctuations or can influence their scale include but are not limited to:

Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.9. bonds versus equities or cash).



Base Currency The Base Currency of this Subfund is SEK.

Reference index This Sub-fund compares its performance against JPM Sweden Goa. Bond in Shed. KRN - Total Return Index.

Profile of the typical Investor This Sub-fund is suitable for the investor who needs a ~ 1 1 - diversified bond allocation in his portfolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.


BP-Shares: Base Currency, EUR or NOK €-Shares: Base Currency or EUR X-Shares; Base Currency


Cut-off Tlme 15:30 CET on any Business Day.

Mlnlmum Subscrlptlon, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:

50.00 or the equivalent BP-Shares EUR E-Shares EUR 50.00 or the equivalent X-Shares EUR 20,000,000.00 or the equivalent



BP-Shares up to 3.0% up to 1.0% up to 1 .O% E-Shares up to 3.0% up to 1 .O% up to 1.0% X-Shares Nil Nil Nil





Management Fee Distribution Fee BP-Shares 0.6000% p.a. 0.0000% p.3. E-Shares 0.6030% p-a. 0.7500% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a Custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


,

38

Nordea I - Norwegian Bond Fund

Investment objective This Sub-fund aims to preserve the Shareholder's capital and to provide a stable, high yield exceeding the average interest level in Norway. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, Investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities being domiciled or exercising the predominant part of their economic activity in Norway.




(iii) a maximum of 10 percent of the total assets of this SubFund may be invested in equity securities.

Within the above-mentioned restrictions and the Company's general investment restrictions this Sub-fund invests in government bonds or bonds issued by local authorities or agencies, mortgage bonds and corporate bonds.

Private borrowers and public authorities comprise. among others, corporations. municipalities. mortgage institutions and governments.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency Of its respective Class(es) and/or Subclass(es).


The investments made in this SubFund may be subject to fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition



0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. bonds versus equities or cash).



Base Currency The Base Currency of this Sub-fund is NOK.

Reference index This Sub-fund compares its performance against CGBl WGBl NW ALL MATS (NOK) - Total Return Index.



BP-Shares; Base Currency, EUR or SEK 0 E-Shares: Base Currency or EUR 0 X-Shares: Base Currency



Minimum Subscrlption, Conversion and Holdlng Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:




BP-Shares up to 3.0% up to 1 .O% up to 1 .O% E-Shares up to 3.0% up to 1.0% up to 1 .O% X-S hares Nil Nil Nil



Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fee on their o m behalf in connection with Subscription and/or Redemption of Shares in their market. Such fees are independent of the Company, the Custodian and the Management Company.


Management Fee Distribution Fee BP-Shares 0.6000% p a 0.0000% p.3. E-Shares 0.6000% p.a. 0.7500% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15: Expenses borne by the Company of the Prospectus.

Total Expense Ratlo (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-funds assets taken retrospectively as a percentage of the Sub-fund's average assets. The latest calculated TER-rate can be found in the Company's latest financial report.

39

Nordea I - Sterling Bond Fund

Investment objective This Sub-fund aims to preserve the Shareholder's capital and to provide a stable, high yield exceeding the average interest level for Pound Sterling (GBP). This Sub-fund is further using its reference index as a benchmark for investment purpose.

Ellglble assets, Investment pollcy and risk proflle This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities denominated in the Base Currency of the Sub-fund.





Within the above-mentioned restrictions and the Company's general investment restrictions this Sub-fund invests in government bonds, corporate bonds or bonds issued by local authorities or agencies. mortgage bonds and bonds issued by supranational institutions.

Private borrowers and public authorities comprise, among others. corporations, municipalities, mortgage institutions, governments and supra-national institutions.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) andlor Subclass(es).







Ease Currency The Base Currency of this Sub-fund is GBP

Reference index This Sub-fund compares its performance against JP Morgan United Kingdom Goa. Bond f - Total Return Index.

Profile of the typical Investor This Sub-fund is suitable for the investor who needs a well- diversified bond allocation in his portFolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.


0 X-Shares; Base Currency



Minimum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund l Class or Subclass is:








Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion behrveen Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter "Net Asset Value" of the Prospectus.



BP-Shares 0.6000% p-a- 0.0000% p.a. 0.7500% p.a. E-Shares 0.6000% p-a-

X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p a and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


E-Shares UP to 3.0% UP to 1.0% up to 1 .O%


40

Nordea 1 - Euro Bond Fund

Investment objectlve This Sub-fund aims to preserve the Shareholder's capital and to provide a stable, high yield exceeding the average interest level of the Euro Zone. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, Investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fix&-income and floating rate debt securities issued by private borrowers and public authorities denominated in the Base Currency of the Sub-fund.



(ii) a maximum of one third of the total assets of this Sub-fund may be invested in money market instruments:


Wthin the above-mentioned restrictions and the Company's general investment restrictions this Sub-fund invests in government bonds or bonds issued by local authorities or agencies, mortgage bonds, corporate bonds and bonds issued by supranational institutions.

Private borrowers and public authorities comprise, among others, corporations, municipalities, mortgage institutions, governments and supra-national institutions.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) and/or Sub-class(es).




Changes in interest rates 0 Changes in exchange rates 0

0

0

Changes affecting economic factors such as employment, public expenditure and indebtedness. inflation Changes in the legal environment Change in investor confidence in investment type (e.g. bonds versus equities or cash).

By diversfying investments, the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.



Reference index This Sub-fund compares its performance against JP Morgan EMU Aggregate All Mats. (E) -Total Return Index.


Available Shares Shares of this Sub-fund are currently available as: 0 BP-Shares: Base Currency, NOK or SEK 0 E-Shares; Base Currency 0 X-Shares; Base Currency



Minimum Subscrlption, Conversion and Holdlng Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:











Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p-a.: in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.

Total Expense Ratlo (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund's assets taken retrospectively as a percentage of the Sub-fund's average assets. The latest calculated TER-rate can be found in the Company's latest financial report.

E-Shares up to 3.0% UP to 1 .O% UP to 1 .O%

Management Fee Dlstrlbution Fee

41

Nordea I - European High Yield Bond Fund

Investment objective This Sub-fund aims to preserve the Shareholdets capital and to provide a return exceeding the average return of the European high yield bond market. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in High Yield Bonds with Fixed Coupon or Fixed and Contingent Coupon or Variable Coupon issued by companies which are domiciled or exercise the predominant part of their economic activity in Europe.





Wthin the above-mentioned risk profile and the Company’s general investment restrictions this Sub-fund is exposed to interest and credit fisk via exposure to the European and non-European High Yield Bond market.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected. as well as in the currency of its respective Class(es) andlor Subtlass(es).


The investments made in this Sub-Fund may be subject to fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition



By diversifying investments, the pofrfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.

Special rlsk warning regarding Investments in high-yield debt securities Certain High Yield Bonds rated Bal or BB+ and below by Moody’s or Standard & Poor’s respectively are very speculative, involve comparatively greater risks than higher quality securities, including price volatility, and may be questionable as to principal and interest payments. The attention of the potential investor is drawn to the type of high-risk investment that the Sub-Fund is authorised to make. Compared to higher-rated securities, lower-rated High Yield Bonds generally tend to be more affected by economic and legislative developments, changes in the financial condition of their issuers, have a higher incidence of default and be less liquid. The Sub-Fund may also invest in High Yield Bonds placed by emerging market issuers that may be subject to greater social, economic and political uncertainties or may be economically based on relatively few or closely interdependent industries. Any investment involves risk and there can be no guarantee that the Sub-Fund will achieve its investment objective.

Corporate debt securities may bear Fixed Coupon or Fixed and Contingent Coupon or Variable Coupon and may involve equity features such as conversion or exchange rights or warrants for the acquisition of stock of the same or a different issuer (e.g. synthetic convertibles) or participation based on revenue, sales or profits.



Reference index This Sub-fund compares its performance in EUR against the Merrill Lynch European Currency High Yield 3% constrained index.



BI-Shares; Base Currency E-Shares: Base Currency X-Shares; Base Currency


81-Shares and X-Shares are reserved for Institutional Investors


Minimum Subscrlption, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund l Class or Subclass is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent 81-Shares EUR 1,000,000.00 or the equivalent X-Shares EUR 20,000,000.00 or the equivalent


AP-Shares; Base Currency, NOK or SEK *) BP-Shares; Base Currency, NOK or SEK


AP-Shares up to 3.0% up to 1 .O% up to 1 .O% BP-Shares up to 3.0% up to 1 .O% up to 1 .O% E-Shares up to 3.0% Up to 1.0% Up t0 1.0% BI-Shares up to 3.0% up to 1 .O% up to 1 .O% X-Shares Nil Nil Nil


Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount will be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount will be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub- fund. A dilution levy will also be applied in case of Conversion between Sub-funds and shall be paid to the Sub-funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prospectus. Such dilution levy will apply on any Valuation Day, independently of the percentage of net increase or decrease of Shares in the Sub- fund.


42


AP-Shares 0.8500% p.a. 0.0000% p.a. BP-Shares 0.8500% p.a. 0.0000% p-a. E-Shares 0.8500% p.a. 0.7500% p-a. 81-Shares 0.4000% p.a. 0.0000% p-a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p-a.: in addition hereto the Sub- fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


Management Fee Dtstrlbution Fee

43

Nordea I - Dollar Bond Fund

Investment objective This Sub-fund aims to preserve the Shareholder% capital and to provide a stable, high yield exceeding the average interest level of the Dollar Zone. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk proflle This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities denominated in a currency of the Dollar Zone.

In addition to the above-mentioned limitations, this Sub-fund will respect within the remaining one-third of its total assets all the following limitations for investments in the below securities/instruments which may in aggregate not exceed one third of its total assets: (i) a maximum of 25 percent of the total assets of this Sub-Fund




Whin the above-mentioned risk profile and the Company’s general investment restrictions this Sub-fund invests mainly in bonds denominated in USD, CAD, AUD and NZD. The Sub-fund invests in government bonds or bonds issued by local authorities or agencies, mortgage bonds and bonds issued by supranational institutions.


This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) and/or Subclass(es).


The investments made in this SubFund may be subject to fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition.


Changes in interest rates a Changes in exchange rates

a

a



Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its SuMunds, no guarantee can be given as to whether the investment objectives will be achieved.


Reference index This Sub-fund compares its performance against JPM United States Govt. Bond US$ -Total Return Index.

Proflle of the typical investor This Sub-fund is suitable for the investor who needs a well- diversified bond allocation in his podfolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.




BP-Shares: Base Currency, EUR. NOK or SEK E-Shares; Bas8 Currency or EUR

Cut-off l i m e 1530 CET on any Business Day.

Minimum Subscription, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Sub-class is:




BP-Shares up to 3.0% up to 1 .O% up to 1 .O% €-Shares up to 3.0% up to 1.0% up to 1.0% X-Shares Nil Nil Nil



Fees charged by local intermediaries: Local intermediaries may claim directly from the investor an additional fS8 on their own behalf in connection with Subscription and/or Redemption of Shares in their market. Such fees are independent of the Company, the Custodian and the Management Company.


Management Fee Distribution Fee BP-Shares 0.6000% p-a. 0.0000% p a E-Shares 0.6000% p-a. 0.7500% p a X-Shares Nil Nil



44

Nordea 1 - Emerging Markets Bond Fund

Investment objective This Sub-fund aims to preserve the Shareholder’s capital and to provide a stable, high yield exceeding the average interest level of the Emerging Markets. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment pollcy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities which are domiciled or exercise the predominant part of their economic activity in an Emerging Market.



(ii) a maximum of one third of the total assets of this Subfund may be invested in money market instruments:


Private borrowers and public authorities comprise, among others, corporations, municipalities. mortgage institutions and governments.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) and/or Sub-class(es).





0

Changes affecting economic factors such as employment, public expenditure and indebtedness. inflation Changes in the legal environment Change in investor confidence in investment type (e.g. bonds versus equities or cash).


Although the Board of Directors makes every effort to achieve the investment objectives of the Company and its Sub-funds, no guarantee can be given as to whether the investment objectives will be achieved

Special risk warning regardlng Investment in ernerglng and less developed markets In emerging and less developed markets the legal, judicial and regulatory infrastructure is still developing but there is much legal uncertainty both for lmal market participants and their overseas counterparts. Some markets may carry higher risks for investors who should therefore ensure that. before investing, they understand the risks involved and are satisfied that an investment is suitable as part of their portfolio. These risks may include any or all of the following elements: Political or economic risks, legal risks, accounting practices, lacking or insufficient protection of shareholders. market and settlement risks, unclear tax rules, execution and counterparty risk, as well as an uncertain status of nomineeship. This list may not be exhaustive and other risks may occur. Investors’ attention is also pointed to the fact that significant currency movements may occur and that the convertibility of a currency may be revoked.

Hence. investments in emerging and less developed markets should be made only by sophisticated investors or professionals who have independent knowledge of the relevant markets. are able to consider and weight the various risks presented by such investments, and have the financial resources necessary to bear the

substantial risk of loss of investment in such investments


Reference index JPM (EMU+) Composite -Total Return Index.

Profile of the typical Investor This Subfund is suitable for the investor who needs a well- diversified bond allocation in his portfolio. The investor should have a minimum investment horizon of 5 years and be able to accept moderate short-term losses.


X-Shares: Base Currency



Minimum Subscrlptlon, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Sub-class is:




Subscrlption Conversion Redemptlon Fee Fee Fee

BP-Shares up to 3.0% up to 1.0% up to 1 .O%



Dilution Levy: In addition to the Subscription Fee, up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further. up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion behNeen Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prospectus.



E-Shares up to 3.0% UP to 1.0% up to 1 .O%

Management Fee Distrlbution Fee BP-Shares 1.2000% p.a. 0.0000% p.a. E-Shares 1.2000% p.a. 0.7500% p.a. X-Shares Nil Nil

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p-a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15. Expenses borne by the Company of the Prospectus.

Total Expense Ratlo (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Sub-fund’s average assets. The latest

45

calculated TER-rate can be found in the Company's latest financial repolt.

46

Nordea I - Global Bond Fund (DKK)

Investment objective This Sub-fund aims to preserve the Shareholder‘s capital and to provide a stable, high yield exceeding the interest level represented by the performance of the Sub-funds’ reference index. This Sub- fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk profile This Sub-fund invests globally and shall invest a minimum of two- thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities.

In addition to the above-mentioned limitations. this Sub-fund will respect within the remaining one-third of its total assets all the following limitations for investments in the below securitieslinstruments which may in aggregate not exceed one third of its total assets: (i) a maximum of 25 percent of the total assets of this Sub-Fund


(ii) a maximum of one third of the total assets of this Sub-fund may be invested in money market instruments:


Within the above-mentioned restrictions and the Company’s general investment restrictions this Sub-fund invests world-wide. The Management Company will decide on the asset allocation from time to time. The currency reference (DKK) in the Sub-fund’s name indicates for this Sub-fund the Base Currency, which is not necessarily equal to the currency of the investments made by the Sub-fund.

Private borrowers and public authorities comprise, among others, corporations. municipalities, mortgage institutions, governments and supra-national institutions.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class(es) andlor Sub-class(es).


The investments made in this Subfund may be subject to fluctuations and no guarantee can be given that the value of the shares Will not fall below the value at the time of their acquisition.

The factors that may trigger such fluctuations or can influence their scale include but are not limited to: s Changes in interest rates

Changes in exchange rates

0


By diversifying investments, the portFolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.



Reference Index This Sub-fund compares its performance against JPM Global God. Bond in US$ - Total Return Index converted to DKK.

Profile of the typical Investor This Sub-fund is suitable for the investor who needs a well- diversified bond allocation in his porffolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.

Available Shares Shares of this Subfund are currently available as:




Minimum Subscrlption, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:



BP-Shares: Base Currency, EUR, NOK or SEK E-Shares; Base Currency or EUR

subscription Conversion Redemption Fee Fee Fee

BP-Shares up to 3.0% up to 1 .O% up to 1 .O% €-Shares up to 3.0% up to 1 .O% up to 1 .O% X-Shares Nil Nil Nil





BP-Shares 0.6000% p.a. O.OOOO% p.a. 0.7500% p.a. E-Shares 0.6000% p.a.

X-Shares Nil Nil


Total Expense Ratio (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund’s assets taken retrospectively as a percentage of the Subfund’s average assets. The latest calculated TER-rate can be found in the Company’s latest financial report.


47

Nordea 1 - Global Bond Fund (EUR)

Investment objectlve This Sub-fund aims to presenre the Shareholdets capital and to provide a stable, high yield exceeding the interest level represented by the Sub-funds' reference index. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and rlsk proflle This Sub-fund invests globally and shall invest a minimum of hrvo- thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities.



(ii) a maximum of one third of the total assets of this Subfund may be invested in money market instruments:


Within the above-mentioned restrictions and the Company's general investment restrictions this Sub-fund invests world-wide. The Management Company will decide on the asset allocation from time to time. The currency reference (EUR) in the Sub-fund's name indicates for this Sub-fund the Base Currency, which is not necessarily equal to the currency of the investments made by the Sub-fund.


This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected, as well as in the currency of its respective Class@$) andlor Sub-class(es).


The investments made in this Sub-Fund may be subject to fluctuations and no guarantee can be given that the value of the shares will not fall below the value at the time of their acquisition



By diversifying investments, the porLfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.



Reference index This Sub-fund compares its performance against JPM Global Govt. Bond in US$ -Total Return Index converted to EUR.

Proflle of the typical Investor This Sub-fund is suitable for the investor who needs a well- diversified bond allocation in his portfolio. The investor should have a minimum investment horizon of 2 years and be able to accept moderate short-term losses.

0


AP-Shares; Base Currency, NOK or SEK ') 0 BP-Shares; Base Currency, NOK or SEK

E-Shares: Base Currency 0 X-Shares; Base Currency *) as from 01 July 2006.



Mlnlmum Subscription, Converslon and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent X-Shares EUR 20,000,000.00 or the equivalent



AP-Shares up to 3.0% up to 1 .O% up to 1 .O% BP-Shares up to 3.0% up to 1 .O% up to 1 .O%




Fees charged by local intermediaries: Local intermediaries may claim directly from the investor additional fees in connection with Subscription and/or Redemption of Shares in their market. Such fees are independent of the Company, the Custodian and the Management Company.


AP-Shares 0.6000% p a 0.0000% p.a. BP-Shares 0.6000% p a 0.0000% p.a. E-Shares 0.6000% p-a. 0.7500% p.a. X-Shares Nil Nil


Total Expense Ratlo (TER) This ratio expresses the sum of all costs and commissions charged on an ongoing basis to the Sub-fund's assets taken retrospectively as a percentage of the Sub-fund's average assets. The latest calculated TER-rate can be found in the Company's latest financial report.

E-Shares up to 3.0% up to 1 .O% up to 1 .O%

Distribution Fee Management Fee

48

Nordea I - Absolute Return Fund

Investment obJective This Sub-fund aims to preserve the Shareholder's capital and to provide an absolute positive return to the Shareholder in excess of a 3 months' European interest rate. The investment manager aims to invest, within the limitations listed below, the assets of the Sub-fund into equities, bonds and Money Market Instruments in anticipation of up and down market movements. The investments will be made in a wide range of Transferable Securities and Money Market Instruments.

Eligible assets, Investment pollcy and risk profile Within the general investment restrictions of the Prospectus, this Sub-fund invests in all permissible types of asset classes such as equities, bonds and Money Market Instruments.

The asset allocation will be determined. from time to time. by the Management Company, but will typically fall within the following limitations:

0

For the purpose of this Sub-fund, equity securities are, among others, equities. other equity shares such as co-operative shares and participation certificates (equities and equity rights), dividend- right certificates, warrants on equities qualified as transferable securities and equity rights.

For the purpose of this Sub-Fund, debt securities are, among others, bonds, convertible bonds, convertible notes and warrants on bonds qualified as transferable securities.

This Sub-fund invests globally and the Base Currency is not necessarily equal to the currency of the investments made by the Sub-fund.

For this Sub-fund the use of derivatives is limited to hedging of the Sub-fund's net assets as well as for efficient porifolio management.



Company specific changes 0 Changes in interest rates 0 Changes in exchange rates

up to 75% in equity securities, and up to 75% in fixed-income and floating rate debt securities, and up to 20% in high yield fixed-income and floating rate debt securities, and up to 20% in Emerging Market fixed-income and floating rate debt securities, and up to 50% in investment grade fixed-income debt securities, and up to 50% in Money Market Instruments.

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. bonds versus equities or cash), markets. countries, industries and sectors.





Reference index This Sub-fund has no reference index.

Profile of the typical investor This Sub fund is suitable for the investor who focuses on capital preservation above all. The Sub-fund should be regarded as an alternative to more traditional investment profiles. The investor should have a minimum investment horizon of 3 years and be able to accept moderate short-term losses.


AP-Shares; Base Currency, NOK or SEK *) BP-Shares; Base Currency, NOK or SEK E-Shares; Base Currency



Minimum Subscription, Conversion and Holdlng Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:

AP-Shares EUR 50.00 or the equivalent BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent



AP-Shares up to 5.0% up to 1 .O% up to 1 .O% BP-Shares up to 5.0% up to 1.0% up to 1.0% E-Shares up to 5.0% up to 1 .O% up to 1 .O%





Management Fee Distribution Fee AP-Shares 1.5000% p.a. 0.0000% p a

1.5000% p.a. 0.0000% p.a. BP-Shares 0.7500% p.a. E-Shares 1.5000% p.a.

Other fees and expenses charged to the Sub-fund: This Sub-fund pays a custodian fee of up to 0.1250% p.a. and an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub- fund also pays the expenses as described in chapter 15. Expenses borne by the Company of the Prospectus.


49

Nordea I - Danish Kroner Reserve

Investment objective This Sub-fund aims to preserve the Shareholdefs capital and to provide a stable yield exceeding the average interest level in Denmark. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, Investment policy and risk profile This Subfund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities denominated in the Base Currency of the Sub-fund.

This Sub-fund may invest up to one-third of its total assets in debt securities denominated in currencies other than the Base Currency of the Sub-fund, as well as in Money Market Instruments.

Within the above-mentioned restrictions and the Company’s general investment restrictions this Sub-fund invests mainly in DKK denominated short-term bonds and other short-term transferable debt securities. The average term to maturity for fixed-income debt securities in this Sub-fund may be maximum 24 months. The interest rate for floating-rate debt securities must be adjusted to market conditions at least once a year in accordance with their issue conditions.

Debt securities are, among others. bonds, convertible bonds, convertible notes and warrants on bonds qualified as transferable securities.


This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected as well as in the currency of its respective Class(es) and/or Subclass(es).




Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness. inflation Changes in the legal environment Change in investor confidence in investment type (e.9. cash versus equities or bonds).





Reference Index This Sub-fund compares its performance against the Denmark Interbank 3 Month -Total Return Index.

Profile of the typlcal Investor This Sub fund is suitable for the investor who focuses on capital preservation above all. The Sub-fund should be regarded as an alternative to bank deposits or equivalent Money Market Instruments. The investor should have an investment horizon of at least 3 months, as minor, short-term performance deviations from the benchmark index can appear.




BP-Shares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent



Subscrlption Converslon Redemption Fee Fee Fee

BP-Shares up to 1 .O% up to 1 .O% up to 1 .O% E-Shares up to 1 .O% up to 1 .O% up to 1 .O%





BP-Shares 0.1250% p.a. O.OOOO% pa. E-Shares 0.1250% p.a. 0.7500% p.a.

Other fees and expenses charged to the Sub-fund: This Sub-fund pays an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub-fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.



50

Nordea I - Swedish Kroner Reserve

Investment objective This Sub-fund aims to preserve the Shareholder's capital and to provide a stable yield exceeding the average interest level in Sweden. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment pollcy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities denominated in the Base Currency of the Sub-fund.


Within the above-mentioned restrictions and the Company's general investment restrictions this Sub-fund invests mainly in SEK denominated short-term bonds and other short-term transferable debt securities. The average term to maturity for fixed-income debt securities in this Sub-fund may maximum be 24 months. The interest rate for floating-rate debt securities must be adjusted to market conditions at least once a year in accordance with their issue conditions.

Debt securities are, among others, bonds, convertible bonds, convertible notes and warrants on bonds qualified as transferable securities.


This Sub-fund may accessorily hold liquid assets in a11 currencies in which investments are effected as well as in the currency of its respective Class(es) and/or Sub-class(es).



The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Changes in interest rates 0 Changes in exchange rates

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. cash versus equities or bonds).




Base Currency The Base Currency of this Sub-fund is SEK.

Reference index This Sub-fund compares its performance against Sweden Interbank 3 Month -Total Return Index.

Profile of the typlcal Investor This Sub fund is suitable for the investor who focuses on capital preservation above all. The Sub-fund should be regarded as an alternative to bank deposits or equivalent Money Market Instruments. The investor should have an investment horizon of at least 3 months, as minor, short-term performance deviations from the benchmark index can appear.


BP-Shares; Base Currency, EUR or NOK E-Shares; Base Currency or EUR


Minimum Subscrlptlon, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Sub-class is:



Subscrlptlon Conversion Redemption Fee Fee Fee

BP-Shares up to 1 .O% up to 1 .O% up to 1.0% E-Shares Up to 1 .o% up to 1 .o% up to 1 .o% Additional Subscription Fee: Shareholders may in connection with Conversion of their Shares be requested to bear the difference in the initial Subscription Fee between the Sub-fund they redeem and the Sub-fund to which they subscribe.




BP-Shares 0.1250% p-a. 0.0000% p.a. E-Shares 0.1250% p-a. 0.7500% p.a.




51

Nordea I - Norwegian Kroner Reserve

Investment objective This Sub-fund aims to preserve the Shareholder’s capital and to provide a stable yield exceeding the average interest level in Norway. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment policy and risk profile This Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities denominated in the Base Currency of the Sub-fund.


Wlthin the above-mentioned restrictions and the Company’s general investment restrictions this Sub-fund invests mainly in NOK denominated short-term bonds and other short-term transferable debt securities. The average term to maturity for fixed-income debt securities in this Sub-fund may maximum be 24 months. The interest rate for floating-rate debt securities must be adjusted to market conditions at least once a year in accordance with their issue conditions.

Debt securities are, among others, bonds, convertible bonds. convertible notes and warrants on bonds qualified as transferable securities.

Private borrowers and public authorities comprise. among others. corporations, municipalities, mortgage institutions, governments and supra-national institutions.





Changes in interest rates Changes in exchange rates Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. cash versus equities or bonds).

By diversifying investments. the podfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.


Although the Board of Directon makes every effort to achieve the investment objectives of the Company and its Sub-funds, no guarantee can be given as to whether the investment objectives will be achieved.

Base Currency The Base Currency of this Sub-fund is NOK.

Reference index This Sub-fund compares its performance against Norway Deposit 3 Month -Total Return Index.

Profile of the typical Investor This Sub fund is suitable for the investor who focuses on capital preservation above all. The Sub-fund should be regarded as an alternative to bank deposits or equivalent Money Market Instruments. The investor should have an investment horizon of at least 3 months, as minor, short-term performance deviations from the benchmark index can appear.


BP-Shares; Base Currency, EUR or SEK E-Shares: Base Currency or EUR


Minimum Subscrlption, Conversion and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund I Class or Subclass is:




BP-Shares up to 1.0% up to 1 .O% up to 1 .O% E-Shares up to 1.0% up to 1 .O% up to 1 .O%





BP-Shares 0.1250% p.a. 0.0000% p.a. E-Shares 0.1250% p.a. 0.7500% p a




52

Nordea I - Euro Reserve

Investment objective This Sub-fund aims to preserve the Shareholder’s capital and to provide a stable yield exceeding the average interest level in the Euro Zone. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Ellgible assets, investment policy and risk profile This reserve Sub-fund shall invest a minimum of two-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities denominated in the Base Currency of the Sub-fund.


Wlthin the above-mentioned restrictions and the Company’s general investment restrictions this Subfund invests mainly in EUR denominated short-term bonds and other short-term transferable debt securities. The average term to maturity for fixed-income debt securities in this Sub-fund may maximum be 24 months. The interest rate for floating-rate debt securities must be adjusted to market conditions at least once a year in accordance with their issue conditions.

Debt securities are, among others, bonds, convertible bonds, convertible notes and warrants on bonds qualified as transferable securities.

Private borrowers and public authorities comprise. among others, corporations, municipalities, mortgage institutions. governments and supra-national institutions.




The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Changes in interest rates 0 Changes in exchange rates

0

Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. cash versus equities or bonds).





Reference index This Sub-fund compares its performance against Germany Euro 3 Month -Total Return Index.

Profile of the typical Investor This Sub fund is suitable for the investor who focuses on capaal preservation above all. The Sub-fund should be regarded as an alternative to bank deposits or equivalent Money Market Instruments. The investor should have an investment horizon of at least 3 months, as minor, short-term performance deviations from the benchmark index can appear.

Available Shares Shares of this Sub-fund are currently available as: 0 BP-Shares: Base Currency, NOK or SEK 0 E-Shares: Base Currency





Subscription Conversion Redemption Fee F e e Fee

BP-Shares up to 1 .O% up to I .O% up to 1 .O% E-Shares up to 1 .O% up to 1 .O% up to 1.0%

Additional Subscription Fee: Shareholders may in connection with Conversion of their Shares be requested to bear the difference in the initial Subscription Fee betwen the Sub-fund they redeem and the Sub-fund to which they subscribe.




BP-Shares 0.1250% p.a. 0.0000% p.a. E-Shares 0.1250% p.a. 0.7500% p.a.

Mher fees and expenses charged to the Sub-fund: This Sub-fund pays an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub-fund also pays the expenses as described in chapter 15, Expenses borne by the Company of the Prospectus.


Management Fee Dlstrlbution Fee

53

Nordea I - US-Dollar Reserve

Investment objective This Sub-fund aims to preserve the Shareholder% capital and to provide a stable yield exceeding the average interest level in US- Dollar. This Sub-fund is further using its reference index as a benchmark for investment purpose.

Eligible assets, investment pollcy and risk profile This Sub-fund shall invest a minimum of twc-thirds of its total assets (after deduction of cash) in fixed-income and floating rate debt securities issued by private borrowers and public authorities denominated in the Base Currency of the Sub-fund.


Within the above-mentioned restrictions and the Company’s general investment restrictions this Sub-fund invests mainly in USD denominated short-term bonds and other short-term transferable debt securities. The average term to maturity for fixed-income debt securities in this Sub-fund may maximum be 24 months. The interest rate for floating-rate debt securities must be adjusted to market conditions at least once a year in accordance with their issue conditions.

Debt securities are, among others. bonds, convertible bonds, convertible notes and warrants on bonds qualified as transferable securities.

Private borrowers and public authorities comprise. among others, corporations, municipalities, mortgage institutions, governments and supra-national institutions.

This Sub-fund may accessorily hold liquid assets in all currencies in which investments are effected as well as in the currency of its respective Class(es) andlor Subclass(es).



The factors that may trigger such fluctuations or can influence their scale include but are not limited to: 0 Changes in interest rates

Changes in exchange rates e

0

Changes affecting economic factors such as employment. public expenditure and indebtedness, inflation Changes in the legal environment Change in investor confidence in investment type (e.g. cash versus equities or bonds).

By diversifying investments. the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the individual Sub-Funds.




Reference index This Sub-fund compares its performance against US Treasury Bill 3 Month -Total Return Index.

Profile of the typical Investor This Sub fund is suitable for the investor who focuses on capital preservation above all. The Sub-fund should be regarded as an alternative to bank deposits or equivalent Money Market Instruments. The investor should have an investment horizon of at least 3 months, as minor, short-term performance deviations from the benchmark index can appear.

Available Shares Shares of this Sub-fund are currently available as: 0


Minimum Subscription, Converslon and Holding Amount The minimum Subscription, Conversion and Holding amount in a single Sub-fund / Class or Subclass is:

BP-S hares EUR 50.00 or the equivalent E-Shares EUR 50.00 or the equivalent


BP-Shares: Base Currency, EUR, NOK or SEK E-Shares: Ease Currency or EUR


BP-Shares up to 1 .O% up to 1 .O% up to 1 .O% E-Shares up to 1 .O% up to 1 .O% up to 1.0%


Dilution Levy: In addition to the Subscription Fee. up to 0.75% of the Net Investment Amount may be charged to the Investors in order to cover for transaction costs. Further, up to 0.25% of the Net Redemption Amount may be deducted from the redemption proceeds in order to cover for transactions costs. Such commissions are paid to the Sub-fund. A dilution levy may also be applied in case of Conversion between Sub-funds and shall be paid to the Sub- funds concerned by the Conversion. The same percentage of commission shall apply to all Shareholders on any same Valuation Day as described in chapter “Net Asset Value” of the Prospectus.



BP-Shares 0.1250% p.a. 0.0000% p.a. E-Shares 0.1250% p.a. 0.7500% p.a.

Other fees and expenses charged to the Sub-fund: This Sub-fund pays an administrative fee of up to 0.1250% p.a.; in addition hereto the Sub-fund also pays the expenses as described in chapter 15. Expenses borne by the Company of the Prospectus.



54

5. Share Capital

The capital of the Company shall at all times be equal to the value of the net assets of the Company. The minimum capital of the Company shall be EUR 1,250,000.00.

The initially subscribed and paid-up capital at the time of incorporation of the Company was ECU 1,250,000, divided into 12.500 Class B shares of Frontrunner 1 - Equities ’92 (Base Currency ECU) (currently called Nordea 1 - European Value Fund) of no par value.

All Shares of the Company are issued and fully paid-up and have no par value.

Each Share carries one vote, irrespective of its Net Asset Value and of the Sub-fund I Class andlor Sub-class to which it relates.

Shares are only available as Registered Book Shares in non- certificated form. Shares issued will be evidenced by a transaction confirmation. Shares may also be held and transferred through accounts maintained with clearing systems.

Registered Book Shares may be issued as fractions of Shares with up to 4 decimal places (rounding up or down of the last decimal). Fractions of Shares will have no voting rights but will participate in the distribution of dividends, if any. and in the liquidation distribution.

If the capital of the Company falls below two-thirds of the legal minimum, the Board of Directors must submit the question of the dissolution of the Company to a general meeting of Shareholders. The meeting does not require a quorum, and decisions are taken by simple majority. If the capital falls below one quarter of the legal minimum, a decision regarding the dissolution of the Company may be passed by Shareholders present or represented holding one quarter of the Shares at the meeting. The meeting must be convened not later than 40 days from the day on which it appears that the capital has fallen below two-thirds or one-quarter of the minimum capital, as the case may be.

Share Class definition The Board of Directors may decide to issue Shares in different classes (a “Class”). Such Classes may be differentiated by specific sales and redemption charge structure. fee structure, distribution policy, reference currency, category of Investors, marketing country or other specificity which shall be described in further details, when issued.

Shares of any Sub-fund may be issued as either

0

0

A-Shares shall be entitled to payment of a dividend in case payment of a dividend is decided upon.

A-Shares will be available for subscription in certain Sub-funds as from 01 July 2006; for further information please consult the Sub- funds’ specifications.

B-Shares shall not be entitled to any dividend payments: Shareholders of this Class benefit from the capital appreciation resulting from the reinvestment of the revenue of the Sub-fund allocated to this Class.

E-Shares shall not be entitled to any dividend payments; Shareholders of this Class benefit from the capital appreciation resulting from the reinvestment of the revenue of the Sub-fund allocated to this Class.

E-Shares are charged a Distribution Fee of 0.75% per annum calculated upon the Net Asset Value of the E-Shares at each Valuation Day. Such Distribution Fee will be paid to the Principal Distributor or to the respective distributor or sales agent.

HA EUR-Shares shall be entitled to payment of a dividend in case payment of a dividend is decided upon. HA EUR-Shares will be available for subscription in certain Sub-funds as from 01 July 2006;

Class A Shares (the “A-Shares”); or Class I3 Shares (the “BShares”); or Class E Shares (the “E-Shares”); or Class HA Shares denominated in Euro (“HA EUR-Shares ”); or Class HB Shares denominated in Euro (“HB EUR-Shares”): or Class HB Shares denominated in Swedish Kronor (“HB SEK- Shares); or Class HB Shares denominated in Norwegian Kroner (“HB NOK- Shares”); or Class X Shares (the “X-Shares”).

for further information please consult the Sub-funds’ specifications.

HB EUR-Shares shall not be entitled to any dividend payments: Shareholders of this Class benefit from the capital appreciation resulting from the reinvestment of the revenue of the Sub-fund allocated to this Class. HB EUR-Shares will be available for subscription in certain Sub-funds as from 01 July 2006; for further information please consult the Sub-funds’ specifications.

HB SEK-Shares are hedged against the base currency of the relevant Sub-fund. However, HB SEK-Shares shall not be entitled to any dividend payments: Shareholders of this Class benefit from the capital appreciation resulting from the reinvestment of the revenue of the Sub-fund allocated to this Class. HB SEK-Shares will be available for subscription in certain Sub-funds as from 01 July 2006; for further information please consult the Sub-funds’ specifications.

HB NOK-Shares are hedged against the base currency of the relevant Sub-fund. However, HB NOK-Shares shall not be entitled to any dividend payments; Shareholders of this Class benefit from the capital appreciation resulting from the reinvestment of the revenue of the Sub-fund allocated to this Class. HB NOK-Shares will be available for subscription in certain Sub-funds as from 01 July 2006; for further information please consult the Sub-funds’ specifications.

Hedged share classes (HA EUR-Shares: HB -EUR-Shares: HB SEK-Shares; HE NOK-Shares) seek to hedge most of the exchange-rate risk between the Base Currency of the respective Sub-fund into their respective denominative currency. It should however be noted that hedging strategies employed by the Company will not completely eliminate the exposure of the hedged share classes to movements in other currencies. While the Company may attempt to hedge currency risks. there can be no guarantee that it will be successful in doing so. The hedging strategies adopted may result in mismatches between the currency position of the Sub-fund and the hedged share classes. In addition, the use of hedging strategies may substantially limit shareholders of hedged share classes from benefiting if the currency of the hedged share classes falls against the currency or currencies in which the assets of the relevant Sub-fund are invested. It should be noted that the use of hedging strategies may adversely affect the Net Asset Value of the respective Sub-fund.

Hedged share classes will be available for subscription in certain Sub-funds as from 01 July 2006; for further information please consult the Sub-funds’ specifications.

X-Shares shall not be entitled to any dividend payments: Shareholders of this Class benefit from the capital appreciation resulting from the reinvestment of the revenue of the Sub-fund allocated to this Class.

X-Shares may only be acquired by Institutional Investors (i) who meet the minimum account maintenance or qualification

requirements established from time to time, (ii) whose X-Shares will be held on a safe custody account with the

Company’s Custodian and (iii) this account being subject to a separate charging structure

whereby all or part of the fees, normally charged to the share Sub-class and expressed in the Net Asset Value per Share, are administratively levied and collected by the Management Company directly from the Shareholder.

X-Shares shall only be authorised for public marketing in the Grand Duchy of Luxembourg.

Share Class summary:

Accumulating Shares Distributing Shares B-Shares A-Shares €-Shares HA EUR-Shares HE EUR-Shares HB SEK-Shares HB NOK-Shares X-Shares

Share Sub-class definition The Board of Directors may decide to issue Shares in different subclasses (a “Sub-class”). Such Subclasses may be differentiated by category of Investors. reference currency or other specificity which shall be described in further details, when issued.

55

Share Sub-classes based on AShares: At present A-Shares may be subdivided into the following Sub- classes:

AI-Base Currency: distributing Shares reserved for Institutional Investors and denominated in the Base Currency of the relevant Sub-fund AP-Base Currency: distributing Shares denominated in the Base Currency of the relevant Sub-fund AP-EUR: distributing Shares denominated in Euro APSEK: distributing Shares denominated in Swedish Kronor AP-NOK: distributing Shares denominated in Norwgian Kroner

Shares in Sub-class AI-Base Currency shall only be authorised for public marketing in the Grand Duchy of Luxembourg.

Share Sub-classes based on BShares: At present B-Shares may be subdivided into the following Sub- classes:

El-Base Currency: accumulating Shares reserved for Institutional Investors and denominated in the Base Currency of the relevant Sub-fund BP-Base Currency: accumulating Shares denominated in the Base Currency of the relevant Sub-fund BP-EUR: accumulating Shares denominated in Euro BP-SEK: accumulating Shares denominated in Swedish Kronor BP-NOK: accumulating Shares denominated in Norwegian Kroner

0

0

Share Sub-classes based on E-Shares: At present E-Shares may be subdivided into the following Sub- classes: 0 E-Base Currency: accumulating Shares denominated in the

Base Currency of the relevant sub-fund and subject to a Distribution Fee E-EUR: accumulating Shares denominated in Euro and subject to a Distribution Fee

0

6. Share Dealing

The Board of Directors of the Company emphaslses that 0 all Investors I Shareholders are bound to place thelr

subscription I redemption or conversion order@) before the applicable cut-off time for transactions In the Company’s Shares, when doing so, orders are being placed for execution on the basis of still unknown prices, the repeated purchase and sale of Shares designed to take advantage of pricing inefficiencles In the Sub-funds, also known as “market timing”, may disrupt portfolio investment strategies and increase the Sub-funds’ expenses and adversely affect the interests of the Sub- funds’ long term Shareholders. The Sub-funds are not intended for market timing and excessive short term trading, to prevent such practice, the Company and Its duly appointed agents reserve the right, In case of reasonable doubt and whenever an Investment is suspected to be related to market timing, to suspend, revoke or cancel any subscription or conversion order placed by Shareholders who have been identified as frequently trading in and out of a particular Sub-fund.

Subscription for Shares The Board of Directors shall be authorised, without limitation and at any time. to issue additional Shares for all Sub-funds without granting existing Shareholders a preferential right to subscribe for the Shares.

The initial Subscription amount in a single Sub-fund I Class I Sub- class is set out in the relevant Sub-fund’s specifications.

Initial Subscription for Shares must be made by Investors by forwarding to the Registered Mfice, the Custodian or a Paying Agent a duly completed subscription form.

Customers of the Custodian do not need to submit a subscription form.

Subsequent Subscription for Shares may be made either an the subscription form or by letter or facsimile addressed to the Registered Office, the Custodian or a Paying Agent or

Share Sub-classes based on X-Shares: At present X-Shares may be subdivided into the following Sub- classes:

X-Base Currency: accumulating Shares, reserved for Institutional Investors, denominated in the Base Currency of the relevant Sub-fund with a fee structure charged outside the Company.

If the Base Currency of the relevant Sub-fund is EUR, SEK or NOK, an additional Subclass in EUR, SEK or NOK respectively shall not be issued.

Summary on Shares which may be issued in each Sub-fund:

Share classes A-Shares

B-Shares

E-Shares

X-Shares HA EUR-Shares (*) HB EUR-Shares (*) HE SEK-Shares (“) HB NOK-Shares (*)

Share Subclasses AI Base Currency AP Base Currency AP EUR (“) AP SEK (“) AP NOK(*)

BI Base Currency BP Base Currency BP EUR (*) BP SEK (+) BP NOK (*)

E Base Currency E EUR(*)

X Base Currency I I I I

(*) provided the Base Currency of the relevant Sub-fund is not identical thereto.

0 by transfer of an amount (not less than the minimum subscription amount as specified further below) to the Company’s account with the Custodian and clearly indicating the Investor identification details (customer number and name) and the name of Sub-fund, Class and/or Subclass applied for. Such subscription requests are deemed to be final and conclusive for the Company and are executed at the entire risk of the applicant. The Company does not accept third party payments.

If a Subscription is received by the Registered Office, the Custodian or a distributor mentioned in chapter “Distribution Channels” of this Prospectus before or at 1530 CET on a Business Day. the Subscription will be processed using the Net Asset Value per Share calculated on that day after 1530 CET. If a Subscription is received later than 1530 CET on a Business Day, the Subscription will be processed on the first following Business Day thereafter.

A Subscription Fee of up to 5% of the Net Investment Amount may be charged to Investors upon Subscription for Shares. Such Subscription Fee will be paid to the Principal Distributor or to the respective distributor or sales agent.

Example showing the Net Asset Value per Share and the payment amount:

Net Assets Number of Shares issued Net Asset Value per Share Number of Shares subscribed Net Investment Amount 5 YO Subscription Fee Gross Investment Amount

EUR 50,000,000 500,000

EUR 100.00 200.00

EUR 20,000.00 EUR 1,000.00 EUR 21,000.00

Upon Subscription, all Shares shall be allotted immediately afler payment for the Shares subscribed has been made readily available on the relevant Valuation Day at the latest.

For subscriptions made by approved Institutional Investors or other Investors authorised by the Service Agent the allotment of Shares is conditional upon settlement within a previously agreed period not exceeding three Business Days from the relevant Valuation Day on which the subscription has been received. In these circumstances payment by cheque will not be accepted. If timely payment has not

56

been received within the settlement period, the subscription may lapse and be cancelled at the cost of the Investor or the Investor's financial intermediary. Failure to make payment on the agreed payment date may result in the Company bringing an action against the defaulting Investor or the Investor's financial intermediary or deducting any costs or losses incurred by the Company or the Service Agent against any existing holding of the Investor in the Company. In all cases, any confirmation of transaction and any money returnable to the Investor will be held by the Service Agent without payment of interest pending receipt of the remittance.

Subscription may be made for Shares denominated either in the Base Currency of the relevant Sub-fund or in the currency of the relevant Class and/or Sub-class.

Payments should preferably be made by bank transfer and in the Base Currency of the relevant Sub-fund or in the currency of the relevant Class and/or Sub-class; if payment is made in another currency than the Base Currency of the relevant Sub-fund or the currency of the relevant Class and/or Subclass, the Custodian will make an exchange transaction at market conditions and at the expense of the Investor according to its "Charges and Commissions" before execution of the Subscription. This exchange transaction could lead to a postponement of the allotment of Shares.

Should the payment be made by the Investor by cheque, the Custodian will present the cheque for payment at the expense of the Investor according to its "Charges and Commissions", and the Subscription and allotment of Shares shall only be effected once cleared funds are available to the Custodian in the Base Currency of the relevant Sub-fund or the currency of the relevant Class and/or Sub-class. The payment in favour of the Company shall include the Net Investment Amount increased by the applicable Subscription Fee and without deduction of any transfer charges.

The Board of Directors may from time to time accept subscriptions for Shares against contribution in kind of securities or other assets which could be acquired by the relevant Sub-fund pursuant to its investment policy and restrictions. Any such contribution in kind will be made at the net asset value of the assets contributed calculated in accordance with the rules set out in chapter 7. Net Asset Value and will be the subject of an auditor's report drawn up in accordance with the requirements of Luxembourg law. Should the Company not receive good title on the assets contributed this may result in the Company bringing an action against the defaulting Investor or hislher financial intermediary or deducting any costs or losses incurred by the Company or Manager against any existing holding of the applicant in the Company.

The Board of Directors may also decide that some Sub-funds shall only be open for Subscription during the initial subscription period. After the expiration of such initial subscription period, there shall be no further issue of Shares.

Redemption of Shares Any Shareholder has the right to request, at any time, that the Company repurchases any or all of its Shares without capital guarantee at their Net Asset Value.

A redemption request will only be executed after the identity of the Shareholder andlor the beneflclal owner has been established to the complete satisfaction of the Company. Payment will only be made to the respective Shareholder.

Shareholders wishing to have any or all of their Shares redeemed shall deliver by letter or by facsimile to the Registered Office, the Custodian or a Paying Agent, an irrevocable, written and duly signed redemption request specifying the name, address and account identification of the Shareholder(s), the name of the Sub- fund and the number of Shares to be redeemed as well as payment details for the redemption proceeds (name of bank, bank identification number. account number and name of the account holdef(s). Shareholders still having Share certificates shall, when asking for Redemption of their Shares, deliver the Share certificate($) representing such Shares to the Registered Office, the Custodian or a Paying Agent. Such Share certificate(s) will be cancelled.

If the redemption request is received by the Registered Office, the Custodian or a distributor mentioned in chapter "Distribution Channels" of this Prospectus before or at 1530 CET on a Business Day, the Redemption will be processed using the Net Asset Value per Share calculated on that day after 15:30 CET. If the redemption request is received later than 1530 CET on a Business Day, the Redemption will be processed on the first following Business Day thereafter.

All redemption requests will be processed strictly in the order in which they are received, and each Redemption shall be processed at the Net Asset Value of the said Shares.

A Redemption Fee of up to 1% of the Gross Redemption Amount may be charged to Shareholders redeeming Shares. The Redemption Fee is payable to the Principal Distributor, the respective distributor or sales agent.

Example showing the Net Asset Value per Share and the redemption payment amount:

Net Assets Number of Shares issued Net Asset Value par Share Number of shares to redeem Gross Redemption Amount 1% Redemption Fee (if any) Net Redemption Amount

EUR 50.000,OOO 500.000

EUR 100.00 200.00

EUR 20.000.00 EUR 200.00 EUR 19,800.00

For presentation purpose the above example assumes that no EU Savings Tax applies to the redemption. The EU Savings Tax, if applicable to a redemption, will be calculated on the basis of the Net Redemption Amount.

Neither the Company nor the Custodian or the Management Company are responsible for any delays or charges incurred at any receiving bank or settlement system.

Redemption proceeds will normally be dispatched to or available in cash to the Shareholder within 8 (eight) days after the relevant Valuation Day and after receipVpresentation of proper documentation. If in exceptional circumstances the liquidity of a Subfund is not sufficient to enable the payment to be made within 8 (eight) Business Days after the relevant Valuation Day, such payment will be made as soon as reasonably practicable thereafter.

Shareholders should note that any Redemption of Shares by the Company will take place at a price that may be higher or lower than the original acquisition amount.

The Redemption of Shares of any Class and/or Sub-class of any Sub-fund shall be suspended when the calculation of the Net Asset Value thereof is suspended.

If requests for Redemption and/or Conversion on any Valuation Day exceed 10% of a Sub-fund's Shares, the Company reserves the right not to be bound to redeem and/or convert on any one Valuation Day more than 10% of the Shares then in issue. In these circumstances and provided that the Net Asset Value is calculated on each Business Day, the Board of Directors may declare that part or all of such Shares for Redemption and/or Conversion will be redeemed andlor converted during a period not exceeding 8 (eight) Valuation Days and will be priced at the Net Asset Value determined on the Valuation Day the Shares are redeemed and/or converted. On any Valuation Day such Shares will be dealt with before any subsequent requests for Redemption andlor Conversion.

Mandatory repurchase of Shares Where the Board of Directors become aware that a Shareholder in the Company (a) is a US Person or is holding Shares for the account of a US

Person, so that the number of US Persons known to the Board of Directors to be beneficial owners of Shares for the purposes of the US Investment Company Act of 1940 exceeds 100 or such other number as the Board of Directors may determine from time to time; or is holding Shares in breach of any law or regulation or otherwise in circumstances having or which may have adverse regulatory, tax or fiscal consequences for the Company or its Shareholders;

(b)

the Board of Directors may

(i) direct such Shareholder to dispose of the relevant Shares to a person who is qualified or entitled to own or hold such Shares: or redeem the relevant Shares at the Net Asset Value of the Shares as at the Valuation Day immediately following the date of notification of such mandatory redemption to the relevant Shareholder.

(ii)

Conversion of Shares Any Shareholder has the right to request, at any time, that the Company converts any or all of its Shares without capital guarantee at their respective Net Asset Value per Share subject to the following restrictions:

57

Private Shares may not be converted into Institutional Shares and vice versa: E-Shares may not be converted into A-Shares, B-Shares, HA EUR-Shares, HB EUR-Shares. HB SEK-Shares, HB NOK- Shares and/or X-Shares and vice versa; and X-Shares may not be converted into A-Shares, 8-Shares, E- Shares, HA EUR-Shares, HB EUR-Shares. HB SEK-Shares andlor HB NOK-Shares and vice versa.

Shareholders wishing to have any or a11 of their Shares converted to another Sub-fund / Class or Sub-class shall deliver. by letter or by facsimile addressed to the Registered Office. the Custodian or a Paying Agent, an irrevocable, written and duly signed conversion request specifying th8 name, address and account identification of the Shareholder(s), the name of the Sub-fund and number of Shares to be converted as well as the name of the Sub-fund and the Class or Subclass into which the Shares shall be converted. Shareholders still having Share certificates shall. when asking for Conversion of their Shares, deliver the Share certlficate(s) representing such Shares to the Registered Office, the Custodian or a Paying Agent. Such Share certificate(s) will be cancelled. A physical certificate will not be issued for the Shares converted into.

If the conversion request is received by the Registered Office. the Custodian or a distributor mentioned in chapter .'Distribution Channels" of this Prospectus before or at 15:30 CET on a Business Day, the Conversion will be processed using the Net Asset Value per Share for the relevant Sub-funds calculated on that Valuation Day after 1530 CET. If the conversion request is received later than 15:30 CET on a Valuation Day, the Conversion will be processed on the first following Valuation Day thereafter. Conversion will only take place on the first possible, common Valuation Day for the Shares redeemed and the Shares subscribed

All conversion requests will be processed strictly in the order in which they are received, and each Conversion shall be processed at the Net Asset Value of the respective Shares.

Conversion should normally be for a minimum Gross Conversion Amount which is set out for each Sub-fund in the relevant Sub- fund's specifications.

A Conversion Fee of up to 1 % of the Gross Conversion Amount may be charged to Shareholders converting Shares. The Conversion Fee is payable to the Principal Distributor, the respective distributor or sales agent.

Should the Subscription Fee of the Sub-fund into which the Shareholders subscribe be higher than the Subscription Fee of the Sub-fund they redeem. Shareholders may be requested to bear the difference in the Subscription Fee betwen the Subfund they redeem and the Sub-fund to which they subscribe, calculated on the Gross Conversion Amount net of any fees and taxes applicable, Conversion costs, if any, shall be borne by the Shareholder asking for the Conversion of his Shares.

7. Net Asset Value

The Net Asset Value of Shares of each Class and/or Sub-class of each Sub-fund shall be calculated in the Base Currency of the relevant Sub-fund.

The Net Asset Value of each Class andlor Sub-class of each Sub- fund shall be determined by the Custodian by dividing the net assets of the Sub-fund attributable to that Class andlor Sub-class by the number of outstanding Shares of the relevant Class andlor Sub- class.

With respect to the individual Subclasses denominated in another currency than the Base Currency, provided they are in issue, the Net Asset Value of Shares of such Sub-classes shall be expressed in their relevant currency by converting the Net Asset Value expressed in the Base Currency into the currency of the relevant Subclass. Such conversion shall be made at the spot exchange rate prevailing on the relevant Valuation Day, as provided by the Custodian.

The Custodian calculates the Net Asset Value per Share in each Sub-fund on each of its Business Days provided it is a Valuation Day 'for the respective Subfund.

The value of the assets of each Class andlor Subclass of each Sub-fund is determined as follows:

The rate at which all or part of the Shares in a given Class and/or Subclass of a Sub-fund (the "Original Shares") are converted into Shares of another Class andlor Sub-class of a Sub-fund (the "New Shares") is determined by means of the following formula:

B x C x E

D A =

where A B C

D

E

is the number of New Shares to be allocated; is th8 number of Original Shares which are to be converted; is the Net Asset Value per Share of the Original Shares on the respective Valuation Day; is the Net Asset Value per Share of the New Shares on the respective Valuation Day; is the applied rate of exchange on the respective Valuation Day between the currency of the Original Shares and the currency of the New Shares.

The above-mentioned formula does not take into consideration the possible Conversion Fee of 1% of the Gross Conversion Amount of Original Shares; the difference in initial Subscription Fee betvveen the Original Shares and the New Shares which the Shareholder may be requested to bear; the conversion costs, if any any taxes collected at source if applicable.

0

If requests for Conversion and/or Redemption on any Valuation Day exceed 10% of a Sub-fund's Shares. the Company reserves the right not to be bound to convert and/or redeem on any one Valuation Day more than 10% of the value of Shares then in issue. In these circumstances and provided that the Net Asset Value is calculated on each Business Day, the Board of Directors may declare that part or all of such Shares for Conversion and/or Redemption will be converted and/or redeemed during a period not exceeding 8 (eight) Valuation Days and will be priced at the Net Asset Value determined on the Valuation Day the Shares are converted and/or redeemed, On any Valuation Day such Shares will be dealt with before any subsequent requests for Conversion and/or Redemption.

Anti-money laundering In the context of money laundering prevention and in compliance with Luxembourg and international regulations applicable thereto, any Investor will have to establish its identity to the Company or to the intermediary which collects the Subscription, provided that the intermediary is located in a country that applies the recommendations of the Financial Action Task Force (FATF) -also called Groupe d'Action Financiere lnternationale (GAFI). Such identification shall be evidenced when subscribing for Shares. Redemption or transfer of Shares will only be executed after the identity of the Investor and/or the beneficial owner has been established to the complete satisfaction of the Company.

1. Securities and Money Market Instruments admitted for official listing on a stock exchange or traded in another regulated market within Europe, North or South America, Asia, Australia, New Zealand or Africa, which operates regularly and is recognised and open to the public are valued on the basis of the last available price at the time when the valuation is carried out. If the same security or money market instrument is quoted on different markets, the quotation of the main market for this security or money market instrument will be used. If there is no relevant quotation or if the quotations are not representative of the fair value, the evaluation will be done in good faith by the Board of Directors or its delegate with a view to establishing the probable bid price for such securities;

unlisted securlies or unlisted Money Market Instruments are valued on the base of their probable bid price as determined in good faith by the Board of Directors or its delegate;

liquid assets and loans are valued at their nominal value plus accrued interest:

unitslshares of UClTS authorised according to Directive 85/61 l/EEC as amended and/or other assimilated UCI will be valued at their last available net asset value:

derivatives are valued at market value.

2.

3.

4.

5.

58

In addition appropriate provisions will be made to account for the charges and fees levied on the Sub-funds.

In the event that it is impossible or incorrect to carry out a valuation in accordance with the above rules owing to particular circumstances, the Board of Directors or their delegate shall be entitled to use other generally recognised valuation principles which can be examined by an auditor, in order to reach a proper valuation of the total assets of each Sub-fund.

If on any Valuation Day the aggregate transactions in Shares of all Classes of a Sub-fund result in a net increase or decrease of Shares which exceeds a threshold set by the Board of Directors of the Company from time to time for that Subfund (currently 5% of the Net Asset Value of the respective Sub-fund, unless otherwise indicated in the relevant Sub-fund's specifications), the Net Asset Value of the respective Sub-fund may be adjusted by an amount not exceeding the dilution levy rate indicated for each individual Sub- fund. which reflects both the estimated fiscal charges and dealing costs that may be incurred by the Sub-fund and the estimated bidloffer spread of the assets in which the Sub-fund invests. The adjustment will be an addition when the net movement results in an increase of all Shares of the respective Sub-fund and a deduction when it results in a decrease.

M e n a Valuation Day falls on a bank holiday in Luxembourg or in a market which is the principal market for a significant part of a Sub- fund's investments the Valuation Day shall be the next Business Day, which is not a bank holiday in Luxembourg or in a market affecting a Sub-fund.

The calculation of the Net Asset Value of the Shares of any Class and/or Subclass of any Sub-fund and the Subscription, Redemption, and Conversion thereof may be suspended in the

8. Investment Restrictions

I . Investment Restrictions

The Board of Directors shall, based upon the principle of risk spreading, have power to determine the corporate and investment policy for the investments for each Sub-fund, the Base Currency of a Sub-fund and the course of conduct of the management and business affairs of the Company.

Except to the extent that more restrictive rules are provided far in connection with a specific Sub-fund in this Prospectus, the investment policy shall comply with the rules and restrictions laid down hereafter.

Investments in the Sub-funds may consist solely of

Transferable Securities and Money Market Instruments listed or dealt in on a Regulated Market; Transferable Securities and Money Market Instruments dealt in on an Other Regulated Market in a Member State; Transferable Securities and Money Market Instruments admitted to official listing on a Regulated Market in an Other State or dealt in on an Other Regulated Market which operates regularly and is recognised and open to the public in an Other State: recently issued Transferable Securities and Money Market Instruments. provided that: - the terms of issue include an undertaking that application

will be made for admission to official listing on a Regulated Market or on an Other Regulated Market as described under (1)-(3) above; - such admission is secured within one year of issue;

units of UCITS authorised according to Directive 85/61 UEEC and/or other UCls within the meaning of the first and second indent of Article 1 (2) of the Directive 85/61 I/EEC, whether situated in a Member State or in an Other State. provided that: - such other UCls are authorised under l a w which provide

that they are subject to supervision considered by the Regulatory Authority to be equivalent to that laid down in Community law (as defined in the Directive) , and that cooperation between authorities is sufficiently ensured (currently the United States of America, Canada, Switzerland. Hong Kong and Japan); the level of protection for unitholders in such other UCls is equivalent to that provided for unitholders in a UCITS, and in particular that the rules on assets segregation, borrowing, lending, and uncovered sales of Transferable Securities and Money Market Instruments are equivalent

-

following circumstances, in addition to any circumstances provided for by law:

during any period (other than ordinary holidays or customary weekend closings) when any market or stock exchange is closed which is the principal market or stock exchange for a significant part of the Sub-fund's investments, or in which trading is restricted or suspended. during any period when an emergency exists as a result of which it is impossible to dispose of investments which constiute a substantial portion of the assets of the Sub-fund, or it is impossible to transfer money involved in the acquisition or disposal of investments at normal rates of exchange, or it is impossible to fairly determine the value of any assets in the Sub-fund. during any breakdown in the means of communication normally employed in determining the price of any of the Sub-fund's investments or the current prices on any stock exchange. when for any reason the prices of any investment held by the Sub-fund cannot be reasonably, promptly or accurately ascertained. during any period when remittance of money which will or may be involved in the purchase or sale of any of the Sub-fund's investments cannot, in the opinion of the Board of Directors, be effected at normal rates of exchange.

The suspension of the calculation of the Net Asset Value and of the Subscription, Redemption, and Conversion of Shares shall be published in a Luxembourg newspaper and in a newspaper of more general circulation in those countries in which the Company has obtained authorisation for public marketing of its Shares.

to the requirements of the Directive; the business of the other UCls is reported in half-yearly and annual reports to enable an assessment of the assets and liabilities. income and operations over the reporting period; no more than 10 YO of the assets of the UClTS or of the other UCls, whose acquisition is contemplated, can. according to their constitutional documents, in aggregate be invested in units of other UCITS or other UCls;

deposits with credit institutions which are repayable on demand or have the right to be withdrawn, and maturing in no more than 12 months, provided that the credit institution has its registered office in a Member State or, if the registered office of the credit institution is situated in an Other State, provided that it is subject to prudential rules considered by the Regulatory Authority as equivalent to those laid down in Community law; financial derivative instruments, i.e. in particular options, futures, including equivalent cash-settled instruments, dealt in on a Regulated Market or on an Other Regulated Market referred to in ( I ) , (2) and (3) above, and/or financial derivative instruments dealt in over-the-counter ("OTC derivatives"), provided that: (i) the underlying consists of instruments covered by this

Section A, financial indices, interest rates, foreign exchange rates or currencies, in which the Company may invest according to its investment objectives: - the counterparties to OTC derivative transactions are

institutions subject to prudential supervision, and belonging to the categories approved by the Regulatory Authority, and the OTC derivatives are subject to reliable and verifiable valuation on a daily basis and can be sold, liquidated or closed by an offsetting transaction at any time at their fair value at the Company's initiative;

-

-

(6)

(7)

-

(ii) Under no circumstances shall these operations cause the Company to diverge from its investment objectives.

Money Market Instruments other than those dealt in on a Regulated Market or on an Other Regulated Market, to the extent that the issue or the issuer of such instruments is itself regulated for the purpose of protecting investors and savings, and provided that such instruments are: -

(8 )

issued or guaranteed by a central, regional or local authority or by a central bank of a Member State, the European Central Bank, the EU or the European Investment Bank, an Other State or, in case of a Federal State, by one of the members making up the federation,

59

or by a public international body to which one or more Member States belong, or issued by an undertaking any securities of which are dealt in on Regulated Markets or on Other Regulated Markets referred to in (1). (2) or (3) above, or issued or guaranteed by an establishment subject to prudential supervision, in accordance with criteria defined by Communkty law, or by an establishment which is subject to and complies with prudential rules considered by the Regulatory Authority to be at least as stringent as those laid down by Community law; or issued by other bodies belonging to the categories approved by the Regulatory Authority provided that investments in such instruments are subject to investor protection equivalent to that laid down in the first, the second or the third indent and provided that the issuer is a company whose capital and reserves amount to at least ten million Euro and which presents and publishes its annual accounts in accordance with directive 76/660/EEC, is an entity which. within a Group of companies which includes one or several listed companies, is dedicated to the financing of the group or is an entity which is dedicated to the financing of securitisation vehicles which benefit from a banking liquidity line.

-

-

-

Each Sub-fund may however:

Invest up to 10% of its net assets in Transferable Securities and Money Market Instruments other than those referred to above under A (1) through (4) and (6). Hold cash and cash equivalents on an ancillary basis; such restriction may exceptionally and temporarily be exceeded if the Directors consider this to be in the best interest of the Shareholders. Borrow up to 10% of its net assets, provided that such borrowings are made only on a temporary basis. Collateral arrangements with respect to the writing of options or the purchase or sale of forward or futures contracts are not deemed to constitute "borrowings" for the purpose of this restriction. Acquire foreign currency by means of a back-to-back loan.

In addition, the Company shall comply in respect of the net assets of each Sub-fund wlth the following investment restrlctions per issuer:

Risk Diversification rules

For the purpose of calculating the restrictions described in (1) to (5) and (8) hereunder, companies which are included in the same Group of companies are regarded as a single issuer.

To the extent an issuer is a legal entity with multiple sub-funds where the assets of a sub-fund are exclusively reserved to the investors in such subfund and to those creditors whose claim has arisen in connection with the creation, operation and liquidation of that sub-fund. each sub-fund is to be considered as a separate issuer for the purpose of the application of the risk spreading rules described under items (1) to (3, (7) to (9) and (12) to (14) hereunder.

Transferable Securities and Money Market Instruments

No Sub-fund may purchase additional Transferable Securities and Money Market Instruments of any single issuer if: (i) upon such purchase more than 10% of its net assets

would consist of Transferable Securities and Money Market Instruments of one single issuer; or

(ii) the total value of all Transferable Securities and Money Market Instruments of issuers in which it invests more than 5% of its net assets would exceed 40% of the value of its net assets. This limitation does not apply to deposits and OTC derivative transactions made with financial institutions subject to prudential supervision.

A Sub-fund may invest on a cumulative basis up to 20% of its net assets in Transferable Securities and Money Market Instruments issued by the same Group of companies. The limit of 10% set forth above under (I)(i) is increased to 35% in respect of Transferable Securities and Money Market Instruments issued or guaranteed by a Member State, by its local authoriies, by any Other State or by a public international body of which one or more Member State(s) are mem ber(s). The limit of 10% set forth above under (l)(i) is increased up to 25% in respect of qualifying debt securities issued by a credit institution which has its registered office in a Member

State and which. under applicable law, is submitted to specific public control in order to protect the holders of such qualifying debt securities. For the purposes hereof, "qualifying debt securities" are securities the proceeds of which are invested in accordance with applicable law in assets providing a return which will cover the debt service through to the maturity date of the securities and which Will be applied on a priority basis to the payment of principal and interest in the event of a default by the issuer. To the extent that a relevant Sub-fund invests more than 5% of its net assets in debt securities issued by such an issuer, the total value of such investments may not exceed 80% of the net assets of such Sub-fund. The securities specified above under (3) and (4) are not to be included for purposes of computing the ceiling of 40% set forth above under (l)(ii). Notwithstanding the ceilings set forth above, each Sub-fund is authorised to invest, in accordance with the principle of risk spreading, up to 100% of its net assets in Transferable Securities and Money Market Instruments issued or guaranteed by a Member State, by its local authorities, by any other member state of the Organisation for Economic Co- operation and Development ("OECD") such as the US. or by a public international body of which one or more Member State(s) are member($), provided that (i) such securities are part of at least six different issues and (ii) the securities from any such issue do not account for more than 30% of the net assets of such Sub-fund. mthout prejudice to the limits set forth hereunder under (b). the limits set forth in (1) are raised to a maximum of 20 %for investments in shares and/or bonds issued by the same body when the aim of the Sub-fund's investment policy is to replicate the composition of a certain stock or bond index which is recognised by the Regulatory Authority, on the following basis: - the composition of the index is sufficiently diversified, - the index represents an adequate benchmark for the

market to which it refers, - it is published in an appropriate manner.

The limit of 20 % is raised to 35 % where that proves to be justified by exceptional market conditions in particular in Regulated Markets where certain Transferable Securities or Money Market Instruments are highly dominant. The investment up to this limit is only permitted for a single issuer.

Bank Deposits

(8) A Sub-fund may not invest more than 20 YO of its assets in deposits made with the same body.

Derivative Instruments

(9) The risk exposure to a counterparty in an OTC derivative transaction may not exceed 10 % of the Sub-funds net assets when the counterparty is a credit institution referred to in A (6) above or 5 % of its net assets in other cases.

(IO) Investment in financial derivative instruments shall only be made provided that the exposure to the underlying assets does not exceed in aggregate the investment limits set forth in (1) to (5), (S), (9). (13) and (14). W e n the Sub-fund invests in index-based financial derivative instruments, these investments do not have to be combined to the limits set forth in (1) to (3, (8), (9), (13) and (14).

(1 1 ) M e n a Transferable Security or Money Market Instrument embeds a derivative, the latter must be taken into account when complying with the requirements of A (7) (ii) and 0 (1) as well as with the risk exposure and information requirements laid down in the present Prospectus.

Unlts of Open-Ended Companles

(12) No Sub-fund may invest more than 5 YO of its assets in the units of UCITS or other UCls.

When a Sub-fund invests in the units of other UCITS andlor other UCls that are managed, directly or by delegation, by the same Management Company or by any other company with which the Management Company is linked by common management or control, or by a substantial direct or indirect holding, no subscription or redemption or management fees may be charged to the Company on its investment in the units of such other UClTS and/or UCls

Combined limlts

(13) Notwithstanding the individual limits laid down in (l) , (8) and

60

(9) above, a Sub-fund may not combine: - investments in Transferable Securities or Money Market

Instruments issued by, - deposits made with. and/or - exposures arising from OTC derivative transactions

undertaken with a single body in excess of 20 YO of its net assets.

(14) The limits set out in (l), (3). (4). (8), (9) and (13) above may not be combined, and thus investments in Transferable Securities or Money Market Instruments issued by the same body, in deposits or derivative instruments made with this body carried out in accordance with ( l ) , (3), (4), (8), (9) and (13) above may not exceed a total of 35 % of the net assets of the Company.

(b) Limitations on Control

(15) No Sub-fund may acquire such amount of shares carrying voting rights which would enable the Company to exercise a significant influence over the management of the issuer.

(16) The Company may not acquire (i)more than 10% of the outstanding non-voting shares of any

one issuer; (ii) more than 10% of the outstanding debt securities of any

one issuer; (iii) more than 10% of the Money Market Instruments of any

one issuer; or (iv) more than 25% of the outstanding shares or units of the

same UClTS and/or other UCI.

The limits set forth in (ii) to (iv) may be disregarded at the time of acquisition if at that time the gross amount of bonds or of the Money Market Instruments or the net amount of the instruments in issue cannot be calculated.

The ceilings set forth above under (15) and (16) do not apply in respect of:

Transferable Securities and Money Market Instruments issued or guaranteed by a Member State or by its local authorities: Transferable Securities and Money Market Instruments issued or guaranteed by any Other State: Transferable Securities and Money Market Instruments issued by a public international body of which one or more Member State@) are member@); and shares in the capital of a company which is incorporated under or organised pursuant to the laws of an Other State provided that (i) such company invests its assets principally in securities issued by issuers of that State, (ii) pursuant to the laws of that State a participation by the relevant Sub-fund in the equity of such company constitutes the only possible way to purchase securities of issuers of that State, and (iii) such company observes in its investments policy the restrictions set forth under C, items (1) to (5), (8). (9) and (12) to (16). Were these limits are exceeded Article 49 of the Law shall apply mutatis mutandis. shares held by one or more investment companies in the capital of subsidiary companies carrying on only the business of management, advice or marketing in the countrylstate where the subsidiary is located, in regard to the repurchase of shares at Shareholder's request exclusively on its or their behalf.

In additlon, the Company shall comply in respect of its net assets with the following Investment restrlction per instrument:

Each Sub-fund shall ensure that its global exposure relating to derivative instruments does not exceed the total net value of its portfolio. The exposure is calculated taking into account the current value of the underlying assets, the counterparty risk, foreseeable market movements and the time available to liquidate the positions.

Flnally, the Company shall comply in respect of the assets of each Sub-fund wlth the following investment restrlctions:

No Sub-fund may acquire commodities or precious metals or certificates representative thereof, provided that transactions in foreign currencies. financial instruments. indices or Transferable Securities as well as futures and forward contracts, options and swaps thereon are not considered to be transactions in commodities for the purposes of this restriction. No Sub-fund may invest in real estate provided that investments may be made in securities secured by real estate

or interests therein or issued by companies which invest in real estate or interests therein. No Sub-fund may use its assets to underwrite any securities No Sub-fund may issue warrants or other rights to subscribe for shares in such Sub-fund. A Sub-fund may not grant loans or guarantees in favour of a third party, provided that such restriction shall not prevent each Sub-fund from investing in non fully paid-up Transferable Securities, Money Market Instruments or other financial instruments, as mentioned under A, items (5), (7) and (8). The Company may not enter into uncovered sales of Transferable Securities, Money Market Instruments or other financial instruments as listed under A, items (5), (7) and (8).

Notwlthstanding anything to the contrary herein contained:

The ceilings set forth above may be disregarded by each Sub-fund when exercising subscription rights attaching to securities in such Sub-fund's potlfolio. If such ceilings are exceeded for reasons beyond the control of a Sub-fund or as a result of the exercise of subscription rights, such Sub-fund must adopt as its priority objective in its sale transactions the remedying of such situation, taking due account of the interests of its Shareholders. The Directors have the right to determine additional investment restrictions to the extent that those restrictions are necessary to comply with the law and regulations of countries where shares of the Company are offered or sold.

Special Investment and Hedging Techniques and Instruments

General

The Company may employ the following techniques and instruments relating to Transferable Securities and Money Market Instruments provided that such techniques or instruments are used for hedging purposes or for the purpose of efficient portfolio management and which the Board of Directors reasonably believe to be economically appropriate to the effective portfolio management of the Company in accordance with investment objective of each Sub-fund. W e n those transactions involve the use of derivatives, the conditions and restrictions set out above must be complied with.

Under no circumstances shall these operations cause a Sub-fund to diverge from its investment objectives as laid down in this Prospectus.

Securities Lending and Borrowing The Company may enter into securities lending and borrowing transactions provided that they comply with the following rules:

The Company may only lend or borrow securities through a standardised system organised by a recognised clearing institution or through a first class financial institution specialising in this type of transaction. As part of lending transactions, the Company must in principle receive collateral, the value of which at the conclusion of the contract must be at least equal to the global valuation of the securities lent. Collateral must be given in the form of liquid assets andlor in the form of securities issued or guaranteed by a Member State of the OECD or by their local authorities or by supranational institutions and undertakings of a community. regional or world-wide nature and held in the name of the Company until the expiry of the loan contract. Collateral shall not be required if the securities lending is made through Clearstream International or EUROCLEAR or through any other organisation assuring to the lender a reimbursement of the value of the securities lent, by way of a guarantee or otherwise. Securities lending transactions may not exceed 50% of the global valuation of the securities portfolio of each Sub-fund. This limitation does not apply where the Company is entitled at all times to the cancellation of the contract and the restitution of the securities lent. Securities lending and borrowing transactions may not extend beyond a period of 30 days. This limitation does not apply where the Company is entitled at all times to the cancellation of the contract and the restitution of the securities lent. The securities borrowed by the Company may not be disposed of during the time they are held by the Company, unless they are covered by sufficient financial instruments which enable the Company to resituate the borrowed securities at the close of the transaction.

61

(6)

(7)

Borrowing transactions may not exceed 50% of the global valuation of the securities portfolio of each Subfund. The Company may borrow securities under the following circumstances in connection with the settlement of a sale transaction: (I) during a period the securities have been sent out for re-registration; (11) when the securities have been loaned and not returned in time: and (Ill) to avoid a failed settlement when the Custodian fails to make delivery.

Repurchase Agreement Transactions The Company may on an ancillary basis enter into repurchase agreement transactions which consist of the purchase and sale of securities with a clause reserving the seller the right or the obligation to repurchase from the acquirer the securities sold at a price and term specified by the two parties in their contractual arrangement.

The Company can act either as purchaser or seller in repurchase agreement transactions or a series of continuing repurchase transactions. Its involvement in such transactions is, however, subject to the following rules:

(1) The Company may not buy or sell securities using a repurchase agreement transaction unless the counterparty in such transactions is a first class financial institution specialising in this type of transaction. During the life of a repurchase agreement contract, the Company cannot sell the securities which are the object of the contract, either before the right to repurchase these securities has been exercised by the counterparty, or the repurchase term has expired. The Company must take care to ensure that the level of its exposure to repurchase agreement transactions is such that it is able, at all times, to meet its redemption obligations. Repurchase agreement transactions are expected to take place on an occasional basis only.

(2)

(3)

(4)

Techniques and Instruments

A.

(1)

With respect to options on securities:

the Company may not invest in put or call options on securities unless: -

- such options are quoted on a stock exchange or traded on a Regulated Market; and the acquisition price of such options does not exceed, in terms of premium, 15 % of the total net assets of the relevant Sub-fund:

(2) the Company may not write call options on securities that it does not own unless the aggregate of the exercise prices of such call options does not exceed 25 % of the net asset value of the relevant Sub-fund; the Company may not write put options on securities unless the relevant Sub-fund holds sufficient liquid assets to cover the aggregate of the exercise prices of such options written.

(3)

8. The Company may enter into foward currency contracts or write call options or purchase put options on currencies provided however that the transactions made in one currency in respect of one Sub- fund may in principle not exceed the valuation of the aggregate assets of such Sub-fund denominated in that currency (or currencies which are likely to fluctuate in the same manner) nor exceed the period during which such assets are held.

By derogation to the above, Sub-funds may be managed by referring to the reference index as mentioned under each Subfund for the purpose of hedging currency risk. These reference indexes are appropriate. recognised indices or combinations thereof and disclosed in this Prospectus.

The neutral risk position of any Sub-fund will be the composition of the reference index in both its investment and currency component weightings.

The Company may increase or decrease the currency positions in a Sub-fund in comparison to its respective reference index by purchasing (or selling) currencies for forward settlement by the sale (or purchase) of other currencies held in the Sub-fund‘s portfolio.

The Company may give a Sub-fund a currency exposure that differs from its respective reference index provided that. when using forward currency contracts, purchases of currencies that are not the Ease Currency of the relevant Sub-fund will be permitted to increase the exposure up to a maximum of 15% above the reference index’s weight of a given currency.

The total of such purchase transactions providing a currency

exposure which is greater than the reference index weightings (except purchases in the Base Currency of the Sub-fund) shall not exceed 20% of the assets of the relevant Sub-fund.

In addition, the Company may engage in the following currency hedging techniques:

(1) hedging by proxy - a technique whereby a Sub-fund effects a hedge of the Base Currency of the Sub-fund (or benchmark or currency exposure of the assets of the Sub-fund) against exposure in one currency by instead selling (or purchasing) another currency closely related to it, provided hDwever that these currencies are indeed likely to fluctuate in the same manner. cross-hedging - a technique whereby a Sub-fund sells a currency to which it is exposed and purchases more of another currency to which the Sub-fund may also be exposed, the level of the Base Currency being left unchanged, provided however that all such currencies are currencies of the countries which are at that time within the Sub-fund’s benchmark or investment policy and the technique is used as an efficient method to gain the desired currency and asset exposures. anticipatory hedging, - a technique whereby the decision to take a position on a given currency and the decision to have some securities held in a Sub-fund’s portfolio denominated in that currency are separate, provided however that the currency which is bought in anticipation of a later purchase of underlying portfolio securities is a currency associated with those countries which are within the Sub-fund’s benchmark or investment policy.

(2)

(3)

A Sub-fund may not sell forward more currency exposure than there is in underlying assets exposure on either an individual currency (unless hedging by proxy) or a total currency basis.

In case the publication of the benchmark index has been stopped or where major changes in that benchmark have occurred or if for some reason the Directors feel that another benchmark is appropriate, another benchmark may be chosen. Any such change of benchmark will be reflected in an updated Prospectus.

The Company may only enter into forward currency contracts if they constitute private agreements with highly rated financial institutions specialised in this type of transaction and may only write call options and purchase put options on currencies if they are traded on a Regulated Market operating regularly, being recognised and open to the public.

The Company may not deal In financial futures, except that:

for the purpose of hedging the risk of the fluctuation of the value of the portfolio securities of its Sub-funds, the Company may sell stock index futures provided that there exists sufficient correlation between the composition of the index used and the corresponding portfolio of the relevant Sub- fund; for the purpose of efficient portfolio management, the Company may, in respect of each Sub-fund, purchase and sell futures contracts on any kind of financial instruments provided that the aggregate commitments in connection with such purchase and sale transactions together with the amount of the commitments relating to the writing of call and put options on Transferable Securities (referred to under A. 2) and 3) above and D. below) does not exceed at any time the value of the net assets of the Sub-fund:

The Company may not deal in index options except that:

for the purpose of hedging the risk of the fluctuation of the value of the portfolio securities of its Sub-funds, the Company may sell call options on indices or purchase put options on indices provided there exists a sufficient correlation between the composition of the index used and the corresponding portfolio of the relevant Sub-fund.

The value of the underlying securities included in the relevant index option shall not exceed, together with outstanding commitments in financial futures contracts entered into for the same purpose. the aggregate value of the portion of the securities portfolio to be hedged; and

for the purpose of efficient portfolio management the Company may, in respect of each Sub-fund, purchase and sell options on any kind of financial instruments provided that the aggregate commitments in connection with such

62

purchase and sale transactions together with the amount of the commitments relating to the writing of call and put options on Transferable Securities (referred to under A. 2) and 3) above) and the purchase and sale of futures contracts or financial instruments (referred to under C. 2) above) does not exceed at any time the value of the net assets of the Sub- fund provided that

a) the aggregate acquisition cost (in terms of premiums paid) of options on securities, index options, interest rate options and options on any kind of financial instruments purchased by the Company in respect of a particular Sub-fund shall not exceed 15 % of the total net assets of the relevant Sub-fund;

the Company may only enter into the transactions referred to in paragraphs C. and D. above, if these transactions concern contracts which are traded on a Regulated Market operating regularly, being recognised and open to the public.

b)

E. (1) The Company may sell interest rate futures contracts for the

purpose of managing interest rate risk. It may also for the same purpose write call options or purchase put options on interest rates or enter into interest rate swaps by private agreement with highly rated financial institutions specialised in this type of operation. In principle, the aggregate of the commitments of each Sub-fund relating to futures contracts, options and swap transactions on interest rates may not exceed the aggregate estimated market value of the assets to be hedged and held by the Sub-fund in the currency corresponding to those contracts.

The Company may use bond and interest rate options, bond and interest rate futures and index futures contracts for the purposes of efficient portfolio management and may enter into currency, interest rate and index swaps provided that the aggregate underlying commitments of such contracts does not exceed the aggregate value of the assets held by any Sub-fund.

The Company may enter into swap contracts in which the Company and the counterparty agree to exchange payments where one or both parties pay the returns generated by a security, instrument, basket or index thereof. The payments made by the Company to the counterparty and vice versa are calculated by reference to a specific index, security or instruments and an agreed upon notional amount. Any such underlying security or instrument must be a transferable security and any such index must be an index of a Regulated Market. The value of the underlying securities shall be taken into account for the calculation of the investment restrictions applicable to individual issuers. The relevant indices include, but are not limited to. currencies, interest rates. prices and total return on interest rates indices, fixed income indices and stock indices.

The Company may enter into swap contracts relating to any financial instruments or index, including total return swaps, provided that the total commitment arising from such transactions together with the total commitment in connection with the purchase and sale transactions of futures contracts and options on any kind of financial instruments and with the amount of commitments relating to the writing of call and put options on Transferable Securities does not exceed at any time the value of the net assets of the relevant Sub-fund. The writing of call options on Transferable Securities andlor Money Market Instruments for which the Company has adequate coverage are not considered for the calculation of the aggregate amount of the commitments referred to above. All such permitted transactions must be effected through highly rated financial institutions specialised in this type of transaction.

The Company may use credit default swaps. A credit default swap is a bilateral financial contract in which one counterpart (the protection buyer) pays a periodic fee in return for a contingent payment by the protection seller following a credit event of a reference issuer. The protection buyer must either sell particular obligations issued by the reference issuer for its par value (or some other designated reference or strike price) when a credit event occurs or receive a cash settlement based on the difference between the market price and such reference price. A credit event is commonly defined as bankruptcy, insolvency, receivership, material adverse

(2)

(3)

restructuring of debt, or failure to meet payment obligations when due. The International Swap and Derivatives Association ("ISDA') have produced standardised documentation for these transactions under the umbrella of its ISDA Master Agreement.

The Company may use credit default swaps in order to hedge the specific credit risk of some of the issuers in its portfolio by buying protection. In addition, the Company may, provided it is in its exclusive interest, buy protection under credit default swaps without holding the underlying assets provided that the aggregate premiums paid together with the present value of the aggregate premiums still payable in connection with credit default swap purchased together with the amount of the aggregate of premiums paid relating to the purchase of options on Transferable Securities or on financial instruments for a purpose other than hedging, may not, at any time, exceed 15% of the net assets of the relevant Sub-fund.

Provided it is in its exclusive interest, the Company may also sell protection under credit default swaps in order to acquire a specific credit exposure. In addition, the aggregate commitments in connection with such credit default swap sold together with the amount of the commitments relating to the purchase and sale of futures and option contracts on any kind of financial instruments and the commitments relating to the sale of call and put options on Transferable Securities may not, at any time, exceed the value of the net assets of the relevant Sub-fund.

The Company will only enter into credit default swap transactions with highly rated financial institutions specialised in this type of transaction and only in accordance with the standard terms laid down by the ISDA. Also, the Company will only accept obligations upon a credit event that are within the investment policy of the relevant Sub-fund. The Company will ensure it can dispose of the necessary assets at any time in order to pay redemption proceeds resulting from redemption requests and to meet its obligations resulting from credit default swaps and other techniques and instruments.

The aggregate commitments of all credit default swap and total return swap transactions will not exceed 20% of the net assets of any Sub-fund provided that all swaps will be fully funded.

F. With respect to the options referred to in the preceding sections above, the Funds may enter into OTC options transactions with highly rated Financial Institutions participating in theses types of transactions if such transactions are more advantageous to the Funds or if quoted options having the required features are not available.

G. The total underlying contract value of all options, futures, interest rate swaps, forward currency contracts and currency swap agreements (other than forward currency contracts and currency swap agreements entered into for hedge purposes) for each Sub- Fund is limited to 15% of the NAV of the same fund.

111. Comanagement and pooling of assets For the purpose of effective management, where the investment policies of the Funds so permit, the Board of Directors may choose to allow co-management of the assets of certain Sub-funds.

In such case. assets of different Sub-funds will be managed in common. The assets which are co-managed shall be referred to as a "pool" notwithstanding the fact that such pool(s) are used solely for internal management purposes. The pool(s) do not constitute separate entities and are not directly accessible to the Shareholders. Each of the co-managed Sub-funds shall be allocated its specific assets.

Where the assets of two or more Sub-funds are pooled, the assets attributable to each participating Sub-fund will initially be determined by reference to its initial allocation of assets to such a pool and will change in the event of additional allocations or withdrawals.

The entitlements of each participating Sub-fund to the co-managed assets apply to each and every line of investments of such pool.

Additional investments made on behalf of the co-managed Sub- funds shall be allotted to such Sub-funds in accordance with their respective entitlements and assets sold shall be levied similarly on the assets attributable to each participating Sub-fund.

63

9. Management Company

The Beard of Directors of the Company has appointed Nordea Investment Funds S.A. as management company (the "Man- agement Company") registered with the Luxembourg Supervisory Authority under Chapter 13 of the Law.

The Management Company has been appointed under a Management Company Agreement entered into on 27 September 2005. Th8 agreement has been updated on 31 March 2006 with effect as from 31 March 2006. The Agreement is for an indefinite period of time and may be terminated by either party at three months' notice.

The Management Company has been incorporated under the name Frontrunner Management Company S.A. on 12 September 1989. Its statutes have been amended from time to time and the last amendments thereto have been adopted on 11 February 2004 and were published in the Memorial on 16 March 2004. It is registered with the Trade Registrar of Luxembourg under reference 8-31619. The Management Company is established for an undetermined period of time. It is a subsidiary of Nordea Bank S.A. and as of 31 December 2005 its fully paid-up share capital amounted to EUR 1.245,OOO.

The Management Company's main object is the management, the administration and the marketing of undertakings for collective investment in Transferable Securities authorised by Directive 85/61 l/CEE as amended as well as of other undertakings for collective investment which are not covered by the said Directive and for which the Management Company is subject to prudential supervision but the unitslshares of which cannot be marketed in other member states of the European Union under that Directive. Accessorily. the Management Company may provide investment advisory services within the limits pre-scribed by the Law as well as safekeeping and administration services in relation to units/shares of undertakings for collective investment.

The Management Company shall be in charge of the management,

I O . Investment Advisors

Nordea Investment Management AB, Denmark Flllal af Nordea Investment Management AB, Sweden The Management Company has appointed Nordea Investment Management AB. Denmark Filial af Nordea Investment Management AB, Sweden (formerly named Nordea Investment Management Bank AIS), Copenhagen, Denmark as investment advisor to the following Sub-funds:

Nordea 1 - Danish Equity Fund Nordea 1 - Swedish Equity Fund Nordea 1 - Norwegian Equity Fund Nordea 1 - Finnish Equity Fund Nordea 1 - Nordic Equity Fund Nordea 1 - Central B Eastern European Equity Fund Nordea 1 - European Equity Fund Nordea 1 -Japanese Equity Fund Nordea 1 - Far Eastern Equity Fund Nordea 1 - North American Equity Fund Nordea 1 - Global Core Equity Fund Nordea 1 - Global Equity Fund Nordea 1 - IT Fund Nordea 1 - Biotech Fund Nordea 1 - E-Business Fund Nordea 1 - Danish Bond Fund Nordea 1 - Danish Mortgage Bond Fund Nordea 1 - Danish Long Bond Fund Nordea 1 - Swedish Bond Fund Nordea 1 - Norwgian Bond Fund Nordea 1 - Sterling Bond Fund Nordea 1 - Euro Bond Fund Nordea 1 - European High Yield Bond Fund Nordea 1 - Dollar Bond Fund Nordea 1 - Emerging Markets Bond Fund Nordea 1 - Global Bond Fund (DKK) Nordea 1 - Global Bond Fund (EUR) Nordea 1 -Absolute Return Fund Nordea 1 - Danish Kroner Reserve Nordea 1 - Swedish Kroner Reserve Nordea 1 - Norwegian Kroner Reserve Nordea I - Euro Reserve Nordea 1 - US-Dollar Reserve

the administration and the distribution of the Company.

The Management Company shall be responsible for the investment management of all Sub-funds. The Management Company may at its own expense and under its control and supervision appoint one or more investment advisors to provide investment information, recommendations and research concerning prospective and existing investments.

The Management Company shall be responsible for the distribution and marketing of the shares of the Company in those jurisdictions in which the Company obtains a marketing permission. The Management Company is empowered to appoint at its own expense and under its control and supervision sub-distributors and/or sales agents for the shares of the Company.

The Management Company is entitled to delegate at its own expense and under its control and supervision the functions of central administration for the Company.

In consideration for its investment management, administration and distribution services, the Management Company is entitled to receive the fees as indicated in the description of the individual Sub- funds of the Company. These fees shall be calculated upon the Net Asset Value of the Sub-funds on each Valuation Day and payable at the end of each quarter.

The Management Company is further remunerated, in full or partly, by the Subscription Fee charged to Investors upon Subscription for Shares in the Company, by the Conversion Fee charged to Shareholders converting their Shares or the Redemption Fee charged to Shareholders redeeming their Shares.

The Management Company may distribute its fees further to other distributors / sales agents appointed by the Management Company in its capacity as Principal Distributor for the Company.

The investment advisor shall provide the Management Company with investment information, recommendations and research concerning prospective and existing investments, and may at its own expense appoint one or more investment sub-advison.

The investment advisor has been appointed under an agreement entered into on 27 September 2005. The agreement has been updated on 02 January 2006 with effect as from 01 January 2006. The agreement is for an indefinite period of time and may be terminated by either party at three months' notice.

In consideration for the services rendered, the investment advisor is paid a fee at commercial rate and payable by the Management Company directly out of its Management Fee received from the Company.

Private Capital Management, L.P. The Management Company has appointed Private Capital Management, L.P., Naples, Florida. United States of America as investment advisor to the North American Value Fund and to that portion of the Global Value Fund which shall be invested in US and/or Canadian equities.

The investment advisor shall provide the Management Company with investment information, recommendations and research concerning prospective and existing investments, and may at its own expense appoint one or more investment sub-advisors.

The investment advisor has been appointed under an agreement entered into on 9 December 2003 with effect as from 1 January 2004. The agreement is for an indefinite period of time and may be terminated by either party at three months' notice.

In consideration for the services rendered, the investment advisor is paid a fee at commercial rate and payable by the Management Company directly out of its Management Fee received from the Company.

11, Custodian Bank and Principal Paying Agent

The Board of Directors of the Company has appointed Nordea Bank S A as custodian bank and principal paying agent (the "Custodian"). The Custodian is authorised to appoint paying agents in other countries. The Custodian has been appointed under a Custodian Bank and Principal Paying Agency Agreement entered into on 27 September 2005. The Agreement was updated on 30 December 2005 and taking effect as from 30 December 2005. The Agreement is concluded for an indefinite period of time and may be terminated by either party within a three months' notice. Before maturity of said notice period, the Company shall indicate the name of a new custodian bank which fulfils the requirements of the Law and to *ich the assets shall be transferred and which shall take over its duties as the Company's custodian from the Custodian pursuant to the Prospectus and the Statutes of the Company as amended from time to time. The Custodian has to carry out its duties as custodian as long as it is necessary to transfer all assets to the new custodian.

The Custodian has to receive and hold in a blocked account or deposit all cash amounts, secutities and other assets belonging to the Company. The Custodian may, under its own responsibility and with the approval of the Company entrust other banks. duly authorised financial institutions in other countries or clearing houses, such as Clearstream International and Euroclear (together referred to hereinafter as "Correspondents") with the assets of each Sub-fund, if these are listed on a foreign stock exchange or traded in an Mher Regulated Market or other foreign assets which are only available in other countries.

The Custodian may only dispose of the Company's assets

12. Service Agent

Pursuant to article 85 of the Law, the Management Company has appointed. at its own expense and under its control and responsibility, Nordea Bank S.A. as registrar, transfer and administrative agent (the "Service Agent"). The Service Agent has been appointed under a Service Agreement entered into on 27 September 2005 and taking effect as from 30 September 2005. The Service Agreement is concluded for an indefinite period of time and may be terminated by either party within a three months' notice.

As registrar, transfer and administrative agent the Service Agent will

13. Principal Distributor

Nordea Investment Funds S A . 672, rue de Neudorf L-2220 Findel Grand Duchy of Luxembourg.

14. Distributors and Nominee(s)

Distributor and Nominee for Sweden The Principal Distributor has appointed Nordea Bank AB (publ) as distributor in Sweden for the "Value" Sub-funds of the Company.

The distributor has been appointed under an agreement entered into on 15 September 2003. The agreement is for an indefinite period of time and may be terminated by either party at three months' notice.

In consideration for its services the distributor is entitled to receive a portion of the Subscription Fee, Redemption Fee and Conversion Fee when levied on transactions with Shares. In addition hereto the distributor is paid a fee at commercial rates and payable by the Principal Distributor directly out of its fees received from the Company.

The Board of Directors has further appointed Nordea Bank AB (publ) as nominee in Sweden for the "Value" Sub-funds of the Company.

The nominee will provide nominee services for the Shares distributed subject to the terms and conditions of a nominee agreement dated 15 September 2003. Pursuant to this nominee

deposited with itself or with Correspondents in accordance with the regulations of the Statutes and the respective laws.

In performance of its functions the Custodian acts independently from the Company and the Management Company and solely in the interest of the Shareholders.

The Custodian must moreover ensure that: the sale. issue, redemption. conversion and cancellation of shares are carried out in accordance with the Law and the Statutes of the Company; in transactions involving the assets of the Company, the consideration is remitted to it within the usual time limits; the income of the Company is applied in accordance with its Statutes.

0

The Custodian has the legal form of a SociBte Anonyme incorporated under the laws of the Grand Duchy of Luxembourg. Its Registered Office is in Luxembourg. Its share capital amounted to EUR 25,000,000 as at 31 December 2005.

In consideration for its services as custodian and principal paying agent, the Custodian is entitled to receive the fees as indicated in the description of the individual Sub-funds of the Company. These fees shall be calculated upon the Net Asset Value of the Sub-funds on each Valuation Day and payable at the end of each quarter.

In addition hereto the Custodian is also entitled to receive customary bank fees.

be responsible for the general administrative functions required by Luxembourg law such as the calculation of the Net Asset Value of each Sub-fund and the keeping of the registre of the Shareholders of the Company, and for processing the issue, redemption and conversion of Shares and for the maintenance of accounting records.

Further details about Nordea Bank S.A. and its management may be found in its latest Annual Report. which is available from the Company, the Management Company or the Custodian.

agreement, the nominee and not the Investor(s) having subscribed for Shares shall be entered in the register of Shareholders. The terms and conditions of the nominee agreement provide - inter alia - that the Investor(s) having subscribed for Shares at all times shall be entitled to require the transfer of legal title to the Shares, whereupon the Investor(s) shall be entered in the register of Shareholders.

Distributor for Finland The Principal Distributor has appointed Nordea Investment Fund Company Finland Ltd. as distributor in Finland.

The distributor has been appointed under an agreement entered into on 15 September 2003. The agreement is for an indefinite period of time and may be terminated by either party at three months' notice.

In consideration for its services the distributor is entitled to receive a portion of the Subscription Fee. Redemption Fee and Conversion Fee when levied on transactions with Shares. In addition hereto the distributor is paid a fee at commercial rates and payable by the Principal Distributor directly out of its fees received from the Company.

15. Expenses borne by the Company

The Company shall bear all expenses connected with as establishment as well as the fees due to the Management Company, the Custodian and the Principal Distributor as well as to any sewice provider appointed by the Board of Directors from time to time.

Each Sub-fund is liablefor its own debts and obligations.

Any costs incurred by the Company. which are not attributable to a specific Sub-fund will be charged to all Sub-funds in proportion to their net assets. Each Sub-fund will be charged with all costs and expenses directly attributable to it.

Moreover, the Company shall bear the following expenses: all taxes which may be payable on the assets, income and expenses chargeable to the Company; standard brokerage fees and bank charges originating from the Company’s business transactions: all fees due to the Management Company, the Custodian, the

Principal Distributor, the Auditor and the Legal Adviser to the Company; all expenses connected with publications and the supply of information to Shareholders, in particular the cost of printing, the distribution of the Annual and SemiAnnual Reports as wll as any Prospectuses; all expenses involved in registering and maintaining the registration of the Company with all governmental agencies and stock exchanges; all expenses incurred in connection with its operation and its management.

All recurring expenses will be charged first against current income, then. should this not suffice, against realised capital gains, and, if necessary, against assets.

The expenses in connection with the establishment of the Company, were amortised over a period of the first 5 (five) years.

16. Taxation of the Company and its Shareholders

laxation of the Company Under Luxembourg law, there are currently no Luxembourg income. withholding or capital gains taxes payable by the Company. The Company is, however, subject to

an annual subscription tax (Taxe d’Abonnement) of 0.05% on the aggregate Net Asset Value of the outstanding Private Shares of the Company an annual subscription tax (Taxe d’Abonnement) of 0.01% on the aggregate Net Asset Value of the outstanding Institutional Shares and the X-Shares of the Company.

The Taxe d’Abonnement is calculated and payable at the end of each quarter.

Taxation of the Shareholders On 3 June 2003 the European Union agreed on the implementation of the Council Directive 2003145/EC (the “Savings Tax Directive”). The Savings Tax Directive will apply to the whole European Union (“EU”); furthermore a number of other countries and territories have agreed to introduce rules similar to those of the EU. The Savings Tax Directive is applicable to interest income as defined in the

17. Dissolution and Merger

Dissolution of the Company In the event of the dissolution of the Company by decision of a Shareholders’ meeting, the liquidation shall be effected by one or several liquidators appointed by the meeting of the Shareholders deciding upon such dissolution and determining their powers and their compensation. The liquidator($) shall realise the Company’s assets in the best interest of the Shareholders and shall distribute the net liquidation proceeds (after deduction of the liquidation charges and expenses) to the Shareholders in proportion to their share in the Company. Any amounts not claimed promptly by any Shareholder will be deposited at the close of the liquidation in escrow with the Caisse de Consignation, Luxembourg. Amounts not claimed from escrow within the period stipulated according to statutory limitation rules will be forfeited according to the provisions of Luxembourg law.

In the event of any contemplated liquidation of the Company, no further Subscription, Conversion, or Redemption will be permitted after publication of the first notice convening the extraordinary meeting of Shareholders for the purpose of winding-up the Company. All Shares outstanding at the time of such publication will participate in the Company’s liquidation distribution.

DlssolutionlMerger of Sub-funds A Sub-fund with capital guarantee may not be terminated by resolution of the Board of Directors, but shall remain in force irrespective of the Net Asset Value of such Sub-fund until the Sub- fund is dissolved. A Sub-fund w’thout capital guarantee may be terminated by resolution of the Board of Directors if the Net Asset

Savings Tax Directive, when the interest income -as a main rule - is received by an individual, who is resident in the EU and holds a bank account in another country or territory that has agreed to implement the Savings Tax Directive. Further to its implementation on 1 July 2005, the Savings Tax Directive may therefore have an effect on the individual Shareholder taxation level, either as a withholding tax on (part of) the gains realised at disposal of the shares or as a withholding tax on any distributions.

At present (1 July 2006) there is no Luxembourg withholding tax in general, should the Company decide to make distributions as mentioned in chapter 18, Distribution Policy. However, the Savings Tax Directive, as described above. may have an effect on the distributions.

Prospective Investors should keep themselves informed of the taxes applicable to the acquisition, holding and disposal of Shares and to distributions in respect thereof under the laws of the countries of their citizenship, residence or domicile before they subscribe, convert or redeem any Shares.

Value of the Sub-fund is below EUR 6,000,000 or its equivalent in any other currency or in the event of special circumstances beyond its control, such as political, economical and military emergencies. In such events, the assets of the Sub-fund will be realised, the liabilities discharged and the net proceeds of realisation distributed to Shareholders in the proportion to their holding of Shares in the Sub-fund. In such event, notice of the termination of the Sub-fund will be given to registered Shareholders by ordinary mail and will further be published as described in chapter 20, “Notices and information to Shareholders”. No Shares shall be redeemed or converted after the date of the decision to liquidate a Sub-fund.

Any amounts not claimed by any Shareholder shall be deposited at the close of liquidation with the Custodian Bank during a period of 6 (six) months; at the expiry of the 6 (six) month period, any outstanding amount will be deposited in escrow with the Caisse de Consignation, Luxembourg.

A Sub-fund with capital guarantee can not be merged with another Sub-fund, with or without capital guarantee, of the Company.

A Sub-fund without capital guarantee may be merged with another Sub-fund without capital guarantee by resolution of the Board of Directors if the value of its net assets is below EUR 6,000,000 or its equivalent in any other currency or in the event of special circumstances beyond its control, such as political, economic and military emergencies. In such event, notice of the merger will be given to registered Shareholders by ordinary mail and will further be published as described in chapter “Notices and information to

66

Shareholders”. Each Shareholder of the relevant Sub-fund without capital guarantee shall be given the possibility, within a period of 1 (one) month as of the date of the publication, to request either the repurchase of his Shares, free of any charges, or the exchange of his Shares, free of any charges, against Shares of a Sub-fund without capital guarantee not concerned by the merger.

At the expiry of this 1 (one) month period any Shareholder which did not request the repurchase or the exchange of its Shares, shall be bound by the decision relating to the merger.

A Sub-fund may be merged with a sub-fund of another Luxembourg SICAV organised under Part I of the Law by resolution of the Board of Directors when deemed appropriate in the best interest of the Shareholders. In such event, notice will be given to registered Shareholders by ordinary mail and will further be published as

18. Distribution Policy

At present. only accumulating Shares are available for subscription in each Sub-fund, and, consequently, the Sub-funds do not pay any dividend and all income is automatically reinvested.

As from 01 July 2006 the Company will make distributing Shares available for subscription in certain Sub-funds and accumulating Shares available for subscription in all Sub-funds; for further information please consult the specifications relating to each Sub- fund.

The profits allocated to distributing Shares (A-Shares: HA EUR- Shares) will be available for distribution to the Shareholders as the Annual General Meeting of the Shareholders may decide, provided that the capital of the Company does not fall below EUR 1,250,000.00.

19. Payments to Shareholders

All payments from the Company to the Shareholders will be made available in the currency of the respective Shares. If a Shareholder wishes payment in another freely convertible currency than the currency of the respective Shares, the Custodian will process the necessary currency exchange at the expense of the Shareholder.

Payment will only be made to the respective Shareholder. The Custodian will effect all payment by means of a bank transfer to

described in chapter 20, “Notices and information to Shareholders”. Each Shareholder of the relevant Sub-fund shall be given the possibility, within a period of 1 (one) month as of the date of the publication, to request either the repurchase of his Shares, free of any charges, or the exchange of his Shares, free of any charges, against Shares of a Sub-fund not concerned by the merger. At the expiry of this 1 (one) month period, any Shareholder who did not request the repurchase or the exchange of his Shares shall be bound by the decision relating to the merger. When a Subfund is contributed to a sub-fund of another Luxembourg SICAV, the valuation of the Sub-fund’s assets shall be verified by the auditor of the Company who shall issue a written report at the time of the contribution.

The Company does not consider to merge any Sub-fund with another Luxembourg “FCP“ or with any foreign investment fund.

Dividends of distributing Shares will normally be reinvested in further distributing Shares of the Sub-fund and Class/Sub-zlass to which such dividends relate, to the benefit of the holder of the distributing Shares. Upon written instruction to the Service Agent, Shareholders may also receive cash dividends by transfer of funds.

Dividends not claimed within five years of their due date will forfeit and revert to the Sub-fund I Sub-class from where they originated.

The profits allocated to accumulating Shares (6-Shares, E-Shares, HB EUR-Shares, HB -SEK-Shares, HB NOK-Shares and X-Shares) shall be added to the portion of net assets relating to 6-Shares. E- Shares, HB EUR-Shares. HB SEK-Shares, HB NOK-Shares and X- Shares respectively and all income relating to these Shares will automatically be reinvested.

the registered shareholder(s)’ designated bank account. For redemption proceeds, payment may also be made by cash upon explicit demand from the Shareholder.

The Custodian Will charge a fee for the payment services rendered in accordance with its Charges and Commissions.

20. Notices and information to Shareholders

Notices to Shareholders will be available at the Registered Office, the Custodian, the Representatives and the Paying Agents. If required by law, they are also published in the Memorial as wll as in a daily newspaper in Luxembourg and in a newspaper of more general circulation in countries in which the Company is authorised for public marketing of its Shares. The Board of Directors determines, from time to time, in which newspaper(s) the notices shall be published. Information about the name of these newspapers can be obtained from the Company or Nordea Investment Funds SA.

The information about the Net Asset Value of each Class and/or Sub-class of each Sub-fund and about the Subscription and Redemption Prices will be available at all times at the Registered Office, the Custodian, the Representatives and the Paying Agents.

Audited Annual Reports and unaudited Semi-Annual Reports will be made available at the Registered Office, the Custodian, the Representatives and the Paying Agents not later than 4 (four) months after the end of the financial year in the case of Annual Reports, and 2 (two) months after the first 6 (six) months of the financial year in the case of Semi-Annual Reports.

Separate financial statements shall be issued for each Sub-fund in its relevant Base Currency. To establish the balance sheet of the Company, these financial statements will be added after conversion into the currency of the Company.

All reports will be available at the Registered Office, the Custodian, the Representatives and the Paying Agents.

21. Documents available to Shareholders

The following documents may be consulted or can be obtained free of charge and as hardcopy at the Registered Office of the Company, the Management Company. the Custodian. the Representatives or the Representatives and Paying Agents as disclosed in chapter 26 of this Prospectus:

a) b) c) d) the Subscription Form; e)

the Statutes of the Company; the Prospectus of the Company; the Simplified Prospectuses of the Company;

the Management Company Agreement between the Company

and Nordea Investment Funds SA. dated 31 march 2006; the Custodian Bank and Principal Paying Agency Agreement between the Company and Nordea Bank S A dated 30 December 2005; the Service Agreement between the Nordea Investment Funds S.A. and Nordea Bank S.A. dated 27 September 2005; the Investment Advisory Agreement between Nordea Investment Funds S A and Nordea Investment Management AB, Denmark, Filial af Nordea Investment Management AB, Sweden dated 02 January 2006: the Investment Advisory Agreement between the Management

f)

g)

h)

i)

67

Company and Private Capital Management, L.P., dated 9 December 2003; the Nominee Agreement with Nordea Bank AB (publ) dated 15 September 2003:

j)

k) the periodical financial reports.

A copy of the abovementioned documents may be obtained. free of any charges, from the Management Company, the Custodian. the Representatives, Paying Agents or the Nominee@).

22. Registered Office, Board of Directors, Daily Management

Registered Offlce Nordea 1, SICAV 672, rue de Neudorf L-2220 Findel Grand Duchy of Luxembourg

Board of Directors Andre Roelants Lintgen Grand Duchy of Luxembourg

Klas Holmberg Stockholm Sweden

Niels Thygesen Copenhagen Denmark

Peter Hofmann Munich Germany

Alex Schmitt Luxembourg Grand Duchy of Luxembourg

Jhon Mortensen Luxembourg Grand Duchy of Luxembourg

Jorg Heinemann Zurich Switzerland

Danckert Mellbye Oslo Norway

Daily Management Bjsm Barbesgaard Luxembourg Grand Duchy of Luxembourg

23. Administration

Management Company Nordea Investment Funds S.A. 672, rue de Neudotf L-2220 Findel Grand Duchy of Luxembourg Telephone: + 352 43 39 50-1 Telefax: Homepage: http://w.nordea.lu E-mail: [email protected]

+ 352 43 39 48

Andre Roelants is Chairman of the Board of Directors of Clearstream International S.A. He has previously assumed the position of CEO of Clearstream. as well as Deputy CEO of Deutsche Borse in Frankfurt. His other functions have included being a member of the DEXIA Group’s Executive Committee and Chairman of the Executive Board of Banque lnternationale a Luxembourg S.A., Luxembourg.

Klas Holmberg is retired after a very active career within the Swedish finance and business community. He is Chairman of the Board of Directors of the investment company Dantrust II Limited, Guernsey, Channel Islands. Mr. Holmberg retired as Chair- man of the Board of Directors of Nordea 1, SICAV as per 15 March 2005.

Niels Thygesen is Professor of Economics at the University of Copenhagen with a very active career as adviser to governments and central banks as well as a member of many Economic committees. He is Chairman of the Board of Directors of MTS S.p.A., Rome, Italy, and Chairman of the Board of Directors of EuroMTS plc, London, the United Kingdom.

Peter Hofmann is CEO of PH Consult GmbH, Munich

Alex Schmitt is Partner of Bonn Schmitt Steichen, Avocats a la Cour, Luxembourg.

Jhon Mortensen is Managing Director of Nordea Bank SA., Luxembourg.

JBrg Heinemann is General Manager of Nordea Bank S A , Luxembourg, Zurich Branch, Zurich.

Danckert Mellbye is Executive Director, Nordea Investment Funds, Nordea Bank Norge ASA. Oslo.

Bj0m Barbesgaard is General Manager of Nordea 1, SICAV and Managing Director of Nordea Investment Funds S.A., Luxembourg.

Custodlan and Principal Paying Agent Service Agent Nordea Bank S.A. Nordea Bank S.A. 672, rue de Neudotf 672. rue de Neudorf L-2220 Findel L-2220 Findel Grand Duchy of Luxembourg Grand Duchy of Luxembourg Telephone: +352 43 88 71 Telephone: +352 43 88 71 Telefax: +352 43 93 52 Telefax: +352 43 93 52

68

24. Distribution Channels

Principal Distributor:

Nordea Investment Funds S A . 672, rue de Neudotf L-2220 Findel Grand Duchy of Luxembourg Telephone: + 352 43 39 50-1 Telefax general matters: + 352 43 39 48 Telefax dealing purposes: + 352 43 39 40 Homepage: w.nordea. lu E-mail: [email protected]

25. Other Distributor(s)

Distributor for Switzerland: Nordea Bank S.A. Luxemburg Zweigniederlassung Zurich Mainaustrasse 21-23 CH-8008 Zurich Switzerland Telephone: +41 44 4214242 Telefax: +41 44 4214282

Distrlbutor and Nominee for Sweden ( for the “Value” Sub-funds only ): Nordea Bank AB (publ) Harnngatan 10 S-105 71 Stockholm Sweden Telephone: + 46 8 61 47000 Telefax: + 46 8 20 oa 46

Dlstributor for N o m y : Nordea Fondene Norge AS Essendrops gate 9 Postboks 1166 Sentrum

N o m y Telephone: + 47 22 48 45 00 Telefax: + 41 22 48 46 03

N-0107 OSIO

Dlstrlbutor for Finland:

Nordea Investment Fund Company Rn!and Ud Centralgatan / Keskuskatu 3a FIN-00020 NORDEA, Helsinki Finland Telephone: + 358 9 1651 Telefax: + 358 9 165 48368

Dlstrlbutor for Poland: Nordea Bank Polska S.A. UI. Kielecka 2 PL-81-303 Gdynia Poland Telephone: Telefax:

+ 48 58 3 000 000 + 48 58 669 11 10

Distributor for the Republic of Latvla:

Nordea Bank Finland PIC Latvia Branch 15, Kalku Street Hobujaama 4 Didzioji str. 18/2 LV-1050 Riga 15068 Tallinn LT-OI 128 Vilnius Republic of Latvia Republic of Estonia Republic of Lithuania Telephone: +371 7 096 096 Telephone: +372 6283 300 Telephone: +370 5 2 361 361 Telefax: +371 7 224 149 Telefax: +372 6283 201 Telefax: +370 5 2 361 362

Dlstributor for the Republic of Estonia:

Nordea Bank Finland PIC Estonia Branch

Distrlbutor for the Republic of Lithuania: Nordea Bank Finland PIC Lithuania Branch

26. Representatives & Paying Agents outside Luxern bourg

Information & Paying Agent in Germany: Nordea Bank Finland PIC Germany Branch Gruneburgwg 1 19 D-60323 Frankfurt am Main Germany Telephone: + 49 69 710 040 Telefax:

Paying Agent in Sweden: Nordea Bank AB (publ) Hamngatan 10 S-105 71 Stockholm Sweden Telephone: + 46 8 61 47000 Telefax: + 46 8 20 08 46

Representative Agent in Finland: Nordea Investment Fund Canpany Finland Ud Centralgatan I Keskuskatu 3a FIN-00020 NORDEA. Helsinki Finland Telephone: + 358 9 1651 Telefax:

+ 49 69 710 04-2901-291

+ 358 9 165 48368

Paying Agent in Norway: Nordea Bank Norge AS Essendrops gate 9 Postboks 1166 Sentrum

Norway Telephone: + 47 22 48 45 00 Telefax: + 47 22 48 46 03

N-0107 OSIO

Representative 8 Paying Agent In Switzerland: Nordea Bank S.A. Luxemburg Zweigniederlassung Zurich Mainaustrasse 21-23 CH-8008 Zurich Switzerland Telephone: +41 44 4214242 Telefax: +41 44 4214282

Representative Agent in Sweden: Nordea Fonder AB Regeringsgatan 59 S-105 71 Stockholm Sweden Telephone: + 46 8 61 47000 Telefax: + 46 8 20 08 46

Representative & Paying Agent in the United Kingdom: Nordea Bank Finland PIC London Branch

floor City Place House 55 Basinghall Street GB-London ECZV 5NB United Kingdom Telephone: + 44 20 7726 9000 Telefax: + 44 20 7726 9009

Representative Agent in Norway: Nordea Fondene Norge AS Essendrops gate 9 Postboks 1166 Sentrum

Norway Telephone: + 47 22 48 45 00 Telefax: + 47 22 48 46 03

N-0107 OSIO

Tax Representatlve 8 Paying Agent and Information Agent in Austrla: E~steEankderWmeichiischenSparkassen AG Graben 21 A-1010 Vienna Austria Telephone: + 43 (0) 50100 12139 Telefax: + 43 (0) 50100 9 12139

Paying Agent In Finland: Nordea Bank Finland PIC Aleksanterinkatu 30 FIN-00020 NORDEA, Helsinki Finland Telephone: + 358 9 1651 Telefax:

Centralising Correspondent In France: CrCtdit Agricole Investor Services Bank 91-93. boulevard Pasteur F-75710 Paris cedex 15 France Telephone: + 33 1 41 89 70 00 Telefax: + 33 1 41 89 70 05

+ 358 9 165 54500

Paying Agent in Italy: Banca lntesa S.p.A. Plaza Paolo Ferrari 10 1-20121 Milan Italy Telephone: Telefax:

+ 39 2 8794 2466 + 39 2 8794 1519

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Information Agent in the Netherlands ING Management (Nederland) B.V. Teleportboulevard 140 NL-IC43 EJ Amsterdam The Netherlands Telephone: + 31 20 5405980 Telefax: + 31 20 644701 1

Representative 8 Paying Agent in the Republic of Latvia: Nordea Bank Finland PIC Latvia Branch 15, Kalku Street LV-1050 Riga Republic of Latvia Telephone: +371 7 096 096 Telefax: +371 7 224 149

Representatlve 8 Paying Agent in Poland Nordea Bank Polska S.A. UI. Kielecka 2 PL-81-303 Gdynia Poland Telephone: + 48 58 3 000 000 Telefax: + 48 58 669 11 10

Representative & Paying Agent in the Republic of Estonia: Nordea Bank Finland PIC Estonia Branch Hobujaama 4 15068 Tallinn Republic of Estonia Telephone: +372 6283 300 Telefax: +372 6283 201

27. Investment Advisors

Nordea Investment Management AB, Denmark Filial af Nordea Investment Management AB, Sweden Christiansbro, Strandgade 3 DK-0900 Copenhagen C Denmark

28. Other Advisor(s)

Legal Advisor Bonn Schrnitt Steichen 44, rue de la Vallbe L-2661 Luxembourg Grand Duchy of Luxembourg

29. Auditor

KPMG Audit S.P r.1. 31, Allee Scheffer L-2520 Luxembourg Grand Duchy of Luxembourg

Representative & Paying Agent in the Republic of Lithuania: Nordea Bank Finland PIC Lithuania Branch Didzioji str. 1812 LT-01128 Vilnius Republic of Lithuania Telephone: +370 5 2 361 361 Telefax: +370 5 2 361 362

Private Capital Management, L.P. 8889 Pelican Bay Boulevard, Suite 500 Naples, Florida 34108 United States of America

30. Public Marneting muthorisations

Nordea 1. SICAV is fully or partly authorised for public marketing in the following countries:

Grand Duchy of Luxembourg The United Kingdom Germany Spain Poland Lithuania

Sweden Austria Switzerland Italy Latvia

Finland France Norway The Netherlands Estonia

For further details on the public marketing authorisations, please contact the Management Company at the address stated above.

31. Daily Share Prices

The Net Asset Value per Share of all share Classes I share Sub- Classes of all Sub-funds are available on a daily basis from the Management Company, the Custodian, the Representatives and the Paying Agents. Their addresses and telephone numbers are listed above. The share prices are published in the "d'wort'' in Luxembourg and may also be published in a daily newspaper in those countries where the Company has obtained a public marketing authorisation.

In addition hereto all prices are available on the Internet at the address: w.nordea.lu.

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Nordea 1, SlCAV 672, rue de Neudorf L-2220 Findel Grand Duchy of Luxembourg

Tel. Fax +352 43 39 48 [email protected] www.nordea.lu

R.C.S. Luxembourg E-31442

+352 43 39 50 - 1