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page 1 Managed by SEB Fund Management S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg Custodian Bank SEB Private Bank S.A. Administrative Agent SEB Fund Management S.A. SEB FUND 3 SEB Asia Equity ex. Japan Fund SEB Ethical Global Fund SEB Ethical Sweden Fund SEB Europe Fund SEB Global Equity Fund SEB Index Linked Bond Fund SEK SEB Japan Equity Fund SEB Medical Fund SEB North America Equity Fund SEB Bond Fund SEK SEB Technology Fund SEB World Fund A Luxembourg mutual investment fund investing in marketable transferable securities FULL PROSPECTUS and MANAGEMENT REGULATIONS September 2005

SEB Fund 3 Full prospectus · page 1 M an ged by SEB Fund Management S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg S Custodian Bank SEB Private Bank S.A. Administrative

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Page 1: SEB Fund 3 Full prospectus · page 1 M an ged by SEB Fund Management S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg S Custodian Bank SEB Private Bank S.A. Administrative

page 1

Managed by SEB Fund Management S.A.

6a, Circuit de la Foire Internationale

L-1347 Luxembourg

Custodian Bank SEB Private Bank S.A.

Administrative Agent

SEB Fund Management S.A.

SEB FUND 3

SEB Asia Equity ex. Japan Fund SEB Ethical Global Fund SEB Ethical Sweden Fund SEB Europe Fund SEB Global Equity Fund SEB Index Linked Bond Fund SEK SEB Japan Equity Fund SEB Medical Fund SEB North America Equity Fund SEB Bond Fund SEK SEB Technology Fund

SEB World Fund A Luxembourg mutual investment fund investing in marketable transferable securities

FULL PROSPECTUS and MANAGEMENT REGULATIONS September 2005

Page 2: SEB Fund 3 Full prospectus · page 1 M an ged by SEB Fund Management S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg S Custodian Bank SEB Private Bank S.A. Administrative

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Important Information It is not permissible to supply information or explanation that differs from the Sales Prospectus or Management Regulations. SEB Fund Management S.A. is not liable if and to the extent that such divergent information or explanations are supplied. The distribution of this Prospectus and supplementary documentation and the offering of units may be restricted in certain countries. Investors wishing to apply for units should inform themselves as to the requirements within their own country for transactions in units, any applicable exchange control regulations and the tax consequences of any transaction in units. This Prospectus does not constitute an offer or solicitation by anyone in any country in which such offer or solicitation is not lawful or authorized, or to any person to whom it is unlawful to make such offer 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. This Prospectus and the simplified Prospectus are only valid, when used in connection with the latest valid published annual report of the Fund, the report date of which must not be older than 16 months. This report should be accompanied by the semi-annual report of the Fund, if the annual report date is older than 8 months. Both reports form an integral part of the Prospectus.

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A Sales Prospectus I. Structure of the Document II Involved Parties III The Fund General Information Legal Status of Investors Investor Profile Investment objective and policy of the Fund Information on risk Umbrella Structure Calcualtion of the net asset value per unit Units Costs Dissolution of the Fund Changes in the Management Regulations Taxes Financial Year IV Sub-Funds SEB Fund 3 - SEB Asia Equity ex. Japan Fund (referred to SEB Asia Equity ex. Japan Fund) SEB Fund 3 - SEB Ethical Global Fund (referred to SEB Ethical Global Fund) SEB Fund 3 - SEB Ethical Sweden Fund (referred to SEB Ethical Sweden Fund) SEB Fund 3 - SEB Europe Fund (referred to SEB Europe Fund) SEB Fund 3 - SEB Global Equity Fund (referred to SEB Global Equity Fund) SEB Fund 3 - SEB Index Linked Bond Fund SEK (referred to SEB Index Linked Bond Fund SEK) SEB Fund 3 - SEB Japan Equity Fund (referred to SEB Japan Equity Fund) SEB Fund 3 - SEB Medical Fund (referred to SEB Medical Fund) SEB Fund 3 - SEB North America Equity Fund (referred to SEB North America Equity Fund) SEB Fund 3 - SEB Bond Fund SEK (referred to SEB Bond Fund SEK) SEB Fund 3 - SEB Technology Fund (referred to SEB Technology Fund) SEB Fund 3 - SEB World Fund (referred to SEB World Fund) B Management Regulations – General Section Article 1 –The Fund Article 2 –The Management Company Article 3 –The Custodian Bank Article 4 -General guidelines for investment policy Article 5 -Units of the respective fund unit classes Article 6 -Issue of units Article 7 -Redemption of units Article 8 -Net asset value calculation Article 9 -Suspension of the calculation of the net asset value Article 10 -Audit of the annual accounts Article 11 -Dividend payments Article 12 -Mergers Article 13 -Duration and liquidation of the respective fund Article 14 -General costs Article 15 -Expiration and submission deadline Article 16 -Amendments Article 17 -Publications Article 18 -Applicable law, place of jurisdiction and contract language Article 19 -Coming into force C Managemen Regualtions – Special Section Article 1 –The Fund Article 2 –Investment policy Article 3 -Units

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Article 4 –Currency of the Fund and the Sub-Funds, Valuation Day, Issue, Redemption and Conversion of units Article 5 –Dividend policy Article 6 –Costs Article 7 –Financial year Article 8 –Term and liquidation of the Sub-Funds Article 9 –Merger of Sub-Funds D Note for the Investors in the United Kingdom

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A. SALES PROSPECTUS

I Structure of the document Attached to this Sales Prospectus are the Management Regulations for the SEB Fund 3 (hereafter “the Fund”). The Sales Prospectus and the Management Regulations form a unit, providing information on and explanations of one and the same subject, and therefore supplement one another. The Management Regulations following this Sales Prospectus are subdivided into a General Section and a Special Section. The General Section defines general legal principles and covers all the mutual investment funds governed by Part I of the Luxembourg law of December 20, 2002 (hereafter “the Law”) and managed by SEB Fund Management S.A., and the Special Section defines fund specific information. The Full Sales Prospectus, the Simplified Sales Prospectus, as well as the annual and semi-annual reports may be obtained free of charge from the Management Company, the Custodian Bank and the Paying Agents. Other important information will be communicated to unitholders in a suitable form by the Management Company. Undertakings for collective investment managed by SEB Fund Management S.A. Mutual investment funds:

SEB Fund 1, SEB Fund 2, SEB Fund 3, SEB Fund 4, SEB Fund 5. Investment companies in the legal form of a “Société d’Investissement à Capital Variable” (“SICAV”):

SEB Sicav 1, SEB Sicav 2

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II Involved parties Promoter

Skandinaviska Enskilda Banken AB (publ) Kungsträdgårdsgatan 8 S -10640 Stockholm Management Company and Central Administration SEB Fund Management S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg

Investment Manager of SEB Ethical Global Fund SEB Ethical Sweden Fund SEB Europe Fund SEB Global Equity Fund SEB Index Linked Bond Fund SEK SEB Medical Fund SEB North America Equity Fund SEB Bond Fund SEK SEB Technology Fund SEB World Fund

is Skandinaviska Enskilda Banken AB (publ)

Investment Manager of SEB Asia Equity ex. Japan Fund SEB Japan Equity Fund

Board of Directors of the Management Company

is Schroder Investment Management Limited Gresham Street 31 UK-London EC2V 7QA

Chairman Cecilia Lager Head of SEB Mutual Funds at SEB Asset Management (a Division within Skandinaviska Enskilda Banken AB (publ)) Stockholm Members

Barbro Lilieholm Head of Corporate Law at SEB Asset Management (a Division within Skandinaviska Enskilda Banken AB (publ)) Stockholm Peder Hasslev Head of Equities at SEB Asset Management (a Division within Skandinaviska Enskilda Banken AB (publ)) Stockholm Rudolf Kömen Head of SEB Asset Management, Luxembourg S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg

Auditor of the Fund and the Management Company

PricewaterhouseCoopers S.à r.l. 400, route d’Esch L-1471 Luxembourg

Distributors and Principal Paying Agents

In Luxembourg SEB Private Bank S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg In Sweden Skandinaviska Enskilda Banken AB (publ) Kungsträdgårdsgatan 8 S-10640 Stockholm

Custodian Bank Listing Agent

SEB Private Bank S.A. 6a, Circuit de la Foire Internationale L-1347 Luxembourg

Banque Générale du Luxembourg S.A. 50, avenue J.F. Kennedy L-2951 Luxembourg

Legal Advisor Dr. Pierre Berna Avocat à la Cour 16 a, boulevard de la Foire L-1528 Luxembourg

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III The Fund

General information The legally dependent mutual investment fund SEB Fund 3 (hereafter “the Fund”) described in this Full Sales Prospectus is a Luxembourg investment fund (“Fonds commun de placement”) governed by part I of the Luxembourg Law on Undertakings for Collective Investment of December 20, 2002 (hereafter “the Law”). SEB Fund 3, which was set up on 27th of May, 1993 for an undetermined duration, is managed by SEB Fund Management S.A. (the “Management Company”) acting also as Central Administration. The current Management Regulations have been deposited with the Trade Register of the district court in Luxembourg and the relating notice has been published in the Mémorial C, “Recueil des Sociétés et Associations” (hereafter “Mémorial C”) on October 25, 2005. The Management Company was established on May 27, 1993, with subsequent publication in the Mémorial C, taking place on July 5, 1993. Its subscribed and paid-in capital is EUR 1.500.000,00.. The Management Company is governed by chapter 13 of the Law and shall perform the administrative duties that are necessary to manage and administer the Fund as required by Luxembourg law. The Custodian Bank is SEB Private Bank S.A. The Custodian Bank shall hold the assets of the Fund and discharge all other obligations imposed on the Custodian Bank pursuant to Luxembourg Law. The investment manager of SEB Ethical Global Fund SEB Ethical Sweden Fund SEB Europe Fund SEB Global Equity Fund SEB Index Linked Bond Fund SEK SEB Medical Fund SEB North America Equity Fund SEB Bond Fund SEK SEB Technology Fund SEB World Fund is Skandinaviska Enskilda Banken AB (publ), a portfolio

manager established under the laws of the Kingdom of Sweden. The investment manager of SEB Asia Equity ex. Japan Fund SEB Japan Equity Fund

is Schroder Investment Management Limited The investment manager implements the investment policy, makes investment decisions and continuously adapts them to market developments as appropriate, taking into account the interest of the Fund. Legal status of investors The money in the Fund is invested by the Management Company acting in its own name on behalf of the joint account of the investors (“unitholders”) in securities, money market instruments and other eligible assets, based on the principle of risk-spreading. The money invested in the Fund and the assets purchased with the money constitute the Fund’s assets, which are kept separate from the Management Company’s own assets. Unitholders as joint owners have an interest in the assets of the Fund in proportion to the number of units they hold. All Fund units have the same right. Investor Profile The Fund is intended for investors who seek capital appreciation over the long-term and do not seek current income for their investment. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investment may not be appropriate for all investors. Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value.

Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Investment objective and policy of the Fund The main objective of the Fund is to gain the greatest possible return observing a well balanced risk level. The Fund has long term investment horizons and therefore purchase of units in the Fund should be regarded as a medium to long term investment. In order to achieve its main objective, the Fund's portfolio will be focused on gaining return from equities and / or fixed interest securities. The Fund may include fixed interest securities in the portfolio as (1) main objective or part of the main objective, (2) to cover exposures when using derivatives or (3) for cash management purposes. The Fund may also gain return from exposure to currencies. The transferable securities should be (a) admitted to or dealt in on regulated markets, (b) dealt in on another market in a Member State of the European Union, which is regulated, operates regularly and is open to the public, or (c) admitted to official listing on a stock exchange in a non-Member State of the European Union or dealt in on another market in a non-Member State of the European Union which is regulated, operates regularly and is recognised and open to the public. The Fund may also hold money market instruments. Furthermore, with a view to maintaining adequate liquidity, the Fund may, on an ancillary basis, hold liquid assets. In accordance with article 4 of the Management Regulations, General Section the Fund may use derivatives. Their use need not be limited to hedging the Fund’s assets; they may also be part of the investment strategy. Trading in derivatives is

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conducted within the confines of the investment limits and provides for the efficient management of the Fund’s assets, while also regulating maturities and risks. If a Fund is allowed to use Credit Default Swaps (CDS) the risk inherent to this use must not exceed 20% of the net asset value of the fund and the total risk of derivative instruments including the risk inherent to CDS shall not, at any moment, exceed the net asset value of the fund. Where the financial derivative instrument is cash-settled automatically or at the Fund’s discretion, the Fund will be allowed not to hold the specific underlying instrument as cover. As acceptable cover are considered: a) cash b) liquid debt instruments with appropriate safeguards c) other highly liquid assets which are recognised by the competent authorities considering their correlation with the underlying of the financial derivative instruments, subject to appropriate safeguards. In addition, the Fund’s assets may be invested in all other eligible assets within the scope of legal possibilities and the provisions laid down in the General Section of the Management Regulations. In Sub-Funds investing in a specific geographical area or industrial sector, emphasis will be given to the investments and currencies related to the specific objective of that Sub-Fund. Information on Risk General information Investing in the Fund units involves financial risks. These can involve risk associated with equity markets, bond markets, and foreign exchange markets such as changes in prices, interest rates and credit worthiness. Any of these risks may also occur along with other risks. Some of these risk factors are addressed briefly below. A fund normally consists of investments in or has exposure towards the asset-classes equities and/or bonds. Equities

are generally inherent with a higher risk than bonds. This implies that the price of an equity normally varies more than the price of a bond. The higher risk associated with equities offers at the same time a higher possibility of better return than bonds can offer. A combination of both asset classes can often give the individual investor the most suitable level of risk. If investments are made in securities traded in other currencies than the base currency a foreign exchange factor that can change the value of the investment must also be taken into account. Investors should have a clear picture of the Fund, of the risks involved in investing in units of the Fund and they should not make a decision to invest until they have obtained financial and tax expert advice. Investors assume the risk of receiving a lesser amount than they originally invested. Risk factors Market risk This risk is of general nature and exists in all forms of investment. The principal factor affecting the price performance of securities is the performance of capital markets and the economic performance of individual issuers, which in turn are influenced by the general situation of the world economy, as well as the basic economic and political conditions in the particular countries or sectors. Interest Rates To the extent that the Fund respectively the Sub-Funds invest in interest bearing securities, they are exposed to risk of interest rate changes. These risks may be incurred in the event of interest-rate fluctuations in the denomination currency of the securities or the Fund respectively the Sub-Funds. If the market interest rate increases, the price of the interest bearing securities included in the Sub-Funds may drop. This applies to a greater degree, if the Sub-Funds should also hold interest bearing securities with a longer time to maturity and a lower nominal interest return.

Credit Risk The creditworthiness (solvency and willingness to pay) of an issuer of a security held by the Fund may fall. Bonds or debt instruments involve a credit risk with regard to the issuers, for which the issuers’ credit rating can be used as a benchmark. Bonds or debt instruments floated by issuers with a lower rating are generally viewed as securities with a higher credit risk and greater risk of default on the part of the issuers than those instruments that are floated by issuers with a better rating. If an issuer of bonds or debt instruments gets into financial or economic difficulties, this can affect the value of the bonds or debt instruments (this value could drop to zero) and the payments made on the basis of these bonds or debt instruments (these payments could drop to zero). Risk of Default In addition to the general trends on capital markets the particular performance of each individual issuer also affects the price of an investment. The risk of a decline in the assets of issuers, for example, cannot be entirely eliminated even by the most careful selection of securities. Liquidity Risk Liquidity risks arise when a particular security is difficult to dispose of. In principle, acquisitions for the Fund must only consist of securities that can be sold again at any time. Nevertheless, it may be difficult to sell particular securities at the required time during certain phases or in particular exchange segments. There is also the risk that securities traded in a rather tight market segment may be subject to significant price volatility. Counterparty and Settlement Risk When the Fund conducts over-the-counter (OTC) transactions, it may be exposed to risks relating to the credit standing of its counterparties and to their ability to fulfil the conditions of the contracts it enters into with them. Therefore, while entering into futures, options and swap transactions or using other derivative techniques, the Fund

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will be subject to the risk of a counterparty which might not fulfil its obligations under a particular contract. Settlement risk is the risk that a settlement in a transfer system may not take place as expected. Derivatives „Derivatives” is a generic name for instruments getting their return from underlying assets. The instruments are agreements on the purchase or sale of the underlying assets on a future date at a pre-set price. The agreement’s return depends on the return of the underlying asset. Common derivatives are futures, options and swaps. Specific risks associated with derivatives a) Derivatives are time limited and will expire. b) The low payment normally required to establish a position permits a high degree of leverage. As a result, a relatively small movement in the price of a futures contract or a swap may result in a profit or a loss which is high in proportion to the amount of assets actually placed as payment and may result in further loss exceeding any payment deposited. Currency Risk If the Fund holds assets denominated in foreign currencies, it is subject to currency risk. Any devaluation of the foreign currency against the base currency of the Fund respectively the Sub-Fund would cause the value of the assets denominated in the foreign currency to fall. Country Risk / Geographical Risk Investments in a limited geographical market may be subject to a higher than average risk due to a higher degree of concentration, less market liquidity, or greater sensitivity to changes in market conditions. Investments in developing markets are often more volatile than investments in mature markets. Some of these economies and financial markets may from time to time be extremely volatile. Many of

the countries in such regions may be developing, both politically and economically. Risk management process The Fund employs a risk management process, which enables the Management Company to monitor and measure at any time the risk of the positions and their contribution to the overall risk profile of the portfolio. The risk profile of the Fund is monitored taking into account the current value of the underlying assets, the counterparty risk and the time available to liquidate the positions. When a transferable security or money market instrument embeds a derivative, the latter must be taken into account when complying with the requirements of the risk measurement of the risk management process. Umbrella structure The Management Company has established segregated opposable accounts each constituting a Sub-Fund, the assets of which are invested in accordance with the particular investment features applicable to that Sub-Fund. The rights of the unitholders and creditors regarding a Sub-Fund are limited to the assets of this Sub-Fund. The assets of a Sub-Fund will be answerable exclusively for the rights of the unitholders relating to this Sub-Fund. In relation between unitholders, each Sub-Fund will be deemed to be a separate entity. Sub-Funds All Sub-Funds comply with the objective described above and the investment restrictions laid down in the General Section of the Management Regulations. For each Sub-Fund the Management Company may decide to issue two classes of units: capitalisation units (“C” units) and distribution units (“D” units) as further described here below. At present, twelve Sub-Funds are at the unitholders’ disposal under the SEB Fund 3 umbrella:

SEB Asia Equity ex. Japan Fund SEB Ethical Global Fund SEB Ethical Sweden Fund SEB Europe Fund SEB Global Equity Fund SEB Index Linked Bond Fund SEK SEB Japan Equity Fund SEB Medical Fund SEB North America Equity Fund SEB Bond Fund SEK SEB Technology Fund SEB World Fund In the event of creation of further Sub-Funds, the Prospectuses will be updated accordingly. Calculation of the net asset value per unit In order to calculate the net asset value (NAV) per unit, the value of the assets belonging to the Fund less its liabilities is calculated on each day that constitutes a bank business day both in Luxembourg and in Sweden (“Valuation Day”), and the result is divided by the number of the units issued. Particulars on the calculation of the net asset value per unit and on asset valuation are provided in the General Section of the Management Regulations. Units Issue of Units Unless otherwise laid down in section IV relating to “Sub-Funds”, units are issued in registered form only on each Valuation Day at their net asset value plus an issue commission of maximum 5% per unit. This issue price includes all commissions payable to banks and financial institutions taking part in the placement of units, but not the charges taken by intervening correspondent banks for the execution of money transfers or cashing of cheques. Where units are issued in countries where stamp duties or other charges apply, the issue price increases accordingly. The Management Company may provide for the issuance of fractional units. Fractional units may be issued up to three decimal places. The Management Company is authorized to issue new units

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continuously. Nevertheless, the Management Company reserves the right to reject, at its discretion and in the Fund and the unitholders’ interest, any subscription application; any payments already made shall in such instances be immediately refunded. Payment for subscriptions must be made in the base currency of the respective Sub-Fund, Euro or Swedish Krona. The Management Company may however accept payments in other major currencies. The value of these payments in the base currency of the Sub-Fund will then be determined on basis of the exchange rates used for the net asset value calculation of the same Valuation Day. The payment made, in a form immediately available, must have reached the subscription account before 15.30 hrs (Central European time) on the same Valuation Day, on which the order has to be received, otherwise the order will be executed on the next applicable Valuation Day. In order to avoid the repayment to subscribers of small surplus amounts, the Management Company will round up at its own expense each subscription to the next immediately higher whole number of units or issue fractions to the nearest 1000th of a unit. Confirmation of the execution of a subscription will be made by the dispatch of an advice to the unitholder indicating the name of the Sub-Fund, the number and class of units subscribed for, and the relevant net asset value. The Custodian Bank shall immediately pay back incoming payments for applications for subscriptions which are not carried out. By purchasing a unit, the unitholder accepts the Management Regulations and all approved changes to them. Unit classes Unless otherwise laid down in the section IV relating to “Sub-Funds”, the Management Company may decide to issue, for each Sub-Fund, two classes of units: capitalisation units (“C” units) and distribution units (“D” units).

The “D” units will pay a dividend to its holders, whereas the “C” units will accumulate income with the result that their value will constantly be greater than that of the “D” units, in the proportion of the dividends paid to “D” units. Dividends are paid annually, except for those Sub-Funds where the Management Company would decide on a monthly, quarterly or semi-annual dividend payment. Unitholders have the right to convert their units of one class into units of another class of units. Restriction on issue Units of the Fund may not be offered, sold or otherwise distributed to Prohibited Persons. Prohibited Persons means any person, firm or corporate entity, determined in the sole discretion of the Fund’s` Management Company, as being not entitled to subscribe for or hold units of the Fund or, as the case may be, in the Sub-Fund, (i) if in the opinion of the Fund’s Management Company such holding may be detrimental to the Fund,

(ii) if it may result in a breach of any law or regulation, whether Luxembourg or foreign,

(iii) if as a result thereof the Fund or the Fund’s Management Company may become exposed to disadvantages of a tax, legal or financial nature that it would not have otherwise incurred or

(iv) if such person would not comply with the eligibility criteria for units (e.g. in relation to "U.S. persons" as described below). The units of the Fund are not registered under the United States Securities Act of 1933 (the “1933 Act”) or the Investment Company Act of 1940 (the “1940 Act”) or any other applicable legislation in the United States. Accordingly, units of the Fund may not be offered, sold, resold, transferred or delivered directly or indirectly, in the United States, its territories or

possessions or any area subject to its jurisdiction (collectively the “United States” or the “US”) or to, or for the account of, or benefit of, any “US Person” as defined in the 1933 Act or any applicable United States regulation except to certain qualified purchasers under exemptions from registration requirements of the 1940 Act. Applicants for the purchase of units of the Fund will be required to certify that they are not US Persons and might be requested to proof that they are not Prohibited Persons. Holders of units are required to notify the Fund’s Management Company of any change in their domiciliation status. Prospective investors are advised to consult their legal counsel prior to investing in units of the Fund in order to ascertain their status as non US Persons and as non-prohibited Persons. The Fund’s Management Company may refuse to issue units to Prohibited Persons or to register any transfer of units to any Prohibited Person. Moreover the Fund’s Management Company may at any time forcibly redeem / repurchase the units held by a Prohibited Person. The Management Company can furthermore reject an application for subscription at any time at its discretion, or temporarily limit, suspend or completely discontinue the issue of units, in as far as this is deemed to be necessary in the interests of the unitholders as an entirety, to protect the Management Company, to protect the respective fund, in the interests of the investment policy or in the case of endangering specific investment objectives of the respective fund. Anti-Money Laundering Procedures The applicants wanting to subscribe units of the Fund must provide the Management Company with all necessary information, which the Management Company may reasonably require to verify the identity of the applicant. Failure to do so may result in the Management Company refusing

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to accept the subscription for units in the Fund. Applicants must indicate whether they invest on their own account or on behalf of a third party. Except for applicants applying through companies who are regulated professionals of the financial sector, bound in their country by rules on the prevention of money laundering equivalent to those applicable in Luxembourg, any applicant applying in its own name or applying through companies established in non GAFI countries, is obliged to submit to the Management Company in Luxembourg all necessary information, which the Management Company may reasonably require to verify. The Management Company must verify the identity of the applicant. In the case of an applicant on behalf of a third party, the Management Company must also verify the identity of the beneficial owner(s). Furthermore, any such applicant hereby undertakes that it will notify the Management Company prior to the occurrence of any change in the identity of any such beneficial owner. Late Trading and Market Timing The Management Company does not permit late trading, market timing or related excessive, short-term trading practices. In order to protect the best interests of the unitholders, the Management Company reserves the right to reject any application to subscribe for units from any investor engaging in such practices or suspected of engaging in such practices and to take such further action as it, in its discretion, may deem appropriate or necessary, such as the charge of higher redemption fee, as laid down hereafter. Redemption of units Units are redeemed, on each Valuation Day at their net asset value, decreased by a maximum of 1% redemption fee which is payable to banks and financial institutions taking part in the redemption of units. Where units are redeemed in countries where stamp duties or other charges apply, the redemption price decreases accordingly.

Furthermore, in relation to suspected market timing practices, the Management Company may charge an additional redemption fee of up to 2% of the net asset value on the units redeemed within 6 months of their issue. Such redemption fee will be payable to the relevant Sub-Fund or unit class. The same redemption fee for every redemption request executed on the same valuation day will be applicable if the redemption is based on market timing in order to ensure the equal treatment of investors. In the event of large-scale applications for redemption, the Management Company reserves the right to redeem units at the applicable net asset value, only after it has sold the corresponding assets promptly, yet always acting in the best interests of the unitholders. Furthermore, the Management Company reserves the right to reduce proportionally all requests for redemptions in a Sub-Fund to be executed on one Valuation Day whenever the total proceeds to be paid for the units so tendered for redemption exceeds 5% of the total net assets of that specific Sub-Fund. The portion of the redemptions thus not executed will then be executed by priority on the next Valuation Day. Payment will be made by the Custodian Bank, respectively the Paying Agents in the base currency of the respective Sub-Fund, Euro or Swedish Krona according to the choice of the unitholder, with a value date within ten bank business days following the corresponding Valuation Day. The value of these payments is determined by using the same exchange rates than those used for the net asset value calculation of that same Valuation Day. Confirmation of execution of redemption will be made by dispatching an advice to the unitholder. Compulsory redemption of units Moreover the Fund’s Management Company may at any time forcibly redeem / repurchase the units held by a Prohibited Person, as defined under the section “Restriction on issue”.

Conversion of units Unless otherwise provided for in the section relating to “Sub-Funds”, a unitholder may convert all or part of the units he holds in a Sub-Fund into units of another Sub-Fund or units of one class into units of another class. Conversions are executed free of commission, but the Management Company may levy a fee to cover costs and expenses related to the conversion. The fee will in no event exceed 1% of the conversion amount or a maximum of USD 250 or its equivalent in another currency. Furthermore requests for conversion will only be accepted if they represent a minimum value of units of USD 2,500.- or equivalent amount in another currency. In case of the conversion, the number of units allotted in a new Sub-Fund or in the new class is determined by means of the following formula:

(A x B x C) - fee _________________ = N

D where: A is the number of units

presented for conversion,

B is the net asset value of one unit in that Sub-Fund and/or of that class of which the units are presented for conversion, on the day the conversion is executed,

C is the conversion factor between the base currencies of the two Sub-Funds on the day of execution. If the Sub-Funds or the two classes of units have the same base currency, this factor is one,

D is the net asset value per unit of the new Sub-Fund and /or class on the day of execution,

N is the number of units allotted in the new Sub-Fund and/or class.

Cut-off Time All subscription, redemption and conversion orders are made on the basis of the unknown net asset value per unit.

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Unless otherwise provided in the Sub-Funds particulars orders received by the Management Company before 15.30 hrs (Central European time) on a Valuation Day, directly or through the Custodian Bank or any Paying Agent, are processed on the basis of the net asset value per unit on that Valuation Day. Orders received after 15.30 hrs (Central European time), are processed on the basis of the net asset value per unit on the next Valuation Day. Publications The last known issue and redemption prices as well as all other information for unitholders may be requested at any time from the registered offices of the Management Company, the Custodian Bank and the Paying Agents. In addition, the issue and redemption prices are published in at least one international newspaper, which will be determined by the Management Company from time to time. Relevant information will be forwarded to registered unitholders in writing. Listing The units of the Fund are listed on the Luxembourg Stock Exchange. Costs Out of the Fund’s respectively each Sub-Fund’s net assets, the Management Company will be entitled to an all-in fee of maximum 1.75% p.a. The commission rate applicable to each Sub-Fund will be laid down in the section relating to Sub-Funds. Furthermore, the Fund will pay all taxes owed on the Fund’s assets and income.

Bank and brokerage fees for transactions in securities making up the Fund’s portfolio as well as fees on transfers referring to redemption of units will be borne by the Fund. All other costs and expenses are not to be borne by the Fund. All specific fees and expenses of each Sub-Fund are payable by that Sub-Fund. All other fees and expenses shall be shared by the Sub-Funds in proportion to their net assets at that time. Investment in target funds can lead to duplicate costs, in particular to double management fees, since fees are incurred both on the side of the Fund as well on the side of the target fund. Dissolution of the Fund / Changes in the Management Regulations The Management Company may dissolve the Fund / a Sub-Fund or change the Management Regulations at any time. Particulars are provided in the Management Regulations. Taxes The Fund is subject to Luxembourg legislation. Buyers of the Fund's units should inform themselves of the legislation and rules applicable to mergers, the purchase, holding and possible sale of units having regard to their residence or nationality. In accordance with current legislation in Luxembourg, neither the Fund nor the unitholders, except those whose domicile, residence or permanent establishment is Luxembourg, are subject to any tax on income, capital gains or wealth. The Fund’s income may however be subject to withholding tax in the countries

where the Fund’s assets are invested. In such cases neither the Custodian Bank nor the Management Company is required to obtain tax certificates. Considerations on the European Savings Direc-tive The Council of the European Union has adopted on 3 June 2003 a Council Directive 2003/48/EC on taxation of savings income in the form of interest payments. Under the Directive, Member States of the European Union ("Member States") will be required to provide the tax authorities of another Member State with details of payments of interest or other similar income paid by a Paying Agent within its jurisdiction to a natural person in that other Member State, subject to the right of certain Member States (Austria, Belgium and Luxembourg) to opt instead for a withholding tax system for a transitional period in relation to such payments. From July 2005 until June 2008, the applicable withholding tax rate would be 15% and from July 2008 until June 2011 the applicable withholding tax rate would be 20%, rising to 35% from 1 July 2011. The net assets of the Fund are subject to a Luxembourg tax at an annual rate of 0.05% payable at the end of each quarter and calculated on the amount of the net assets of each Sub-Fund at the end of that quarter. The value of the assets represented by the shares held in other Luxembourg undertakings for collective investment already subject to a “taxe d’abonnement” is exempt from the payment of such tax. Financial year The Fund’s financial year is the calendar year.

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IV Sub-Funds SEB Asia Equity ex. Japan Fund Investment Policy This Sub-Fund is focused on Asia, except Japan. The portfolio will mainly include shares and equity related transferable securities issued by companies in Asia, with the exception of Japan, or traded on Asian markets, without being restricted to a specific industrial sector. The transferable securities shall be admitted to official listing on stock exchanges or dealt in on regulated markets or on other markets that are regulated, operate regularly and are recognised and open to the public in Asia, the Pacific area, the European Union or the United States. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Schroder Investment Management Limited Risk profile This Sub-Fund faces the same risks as those normally associated with investments in shares. The Sub-Fund will be exposed to the equity market and a specific part of the world, Asia except Japan, including its developing markets. It is not restricted to a specific industrial sector. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Cut-off Time / Order Processing Notwithstanding the general rules laid down in the section "Cut off Time" here before, orders received by the Management Company for this Sub-Fund before 15.30 hrs (Central European time) on a Valuation Day, directly or through the Custodian Bank or any Paying Agent, are processed on the basis of the net asset value per unit of the following Valuation Day. Orders received after 15.30 hrs (Central European time), are processed on the basis of the net asset value per unit of the next but one Valuation Day

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Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Ethical Global Fund Investment Policy This Sub-Fund has a global focus. The portfolio will mainly include shares and equity related transferable securities issued by companies of any part of the world, complying with the ethical and / or environmental regards that the Fund Management Company at any time decides. The Sub-Fund will include active decisions on currency exposures in order to increase the Sub-Fund's income or gain. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investments in shares. In accordance with the Sub-Funds investment policy, the Sub-Fund's assets have a global exposure. This normally results in a lower risk than for investments in one part of the world, a single geographical market or a specific industrial sector. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Ethical Sweden Fund Investment Policy This Sub-Fund is focused on Sweden. The portfolio will mainly include shares and equity related transferable securities issued by companies in Sweden or traded on Swedish markets, complying with the ethical and / or environmental regards that the Fund Management Company at any time decides. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investments in shares. In accordance with the investment policy the Sub-Fund's assets are risk exposed mainly to the Swedish equity market and thus to a limited geographical market. This normally results in a higher risk than for an equity fund exposed to more than one geographical market. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in Swedish Krona (SEK). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund´s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Europe Fund Investment Policy This Sub-Fund is focused on Europe. The portfolio will mainly include shares and equity related transferable securities issued by European companies or traded on European markets, without being restricted to a specific industrial sector. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units or shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investment in shares. In accordance with the investment policy the Sub-Fund's assets are risk exposed mainly to the European equity markets and thus to a limited part of the world. This normally results in a higher risk than for an equity fund with global exposure but lower than for funds exposed to a single geographical market. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Global Equity Fund Investment Policy This Sub-Fund has a global focus. The portfolio will mainly include shares and equity related transferable securities issued by companies of any part of the world, without being restricted to a specific geographical area or industrial sector. The Sub-Fund will include active decisions on currency exposures in order to increase the Sub-Fund's income or gain. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investments in shares. In accordance with the Sub-Funds investment policy, the Sub-Fund's assets have a global exposure. This normally results in a lower risk than for investments in one part of the world, a single geographical market or a specific industrial sector. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Index Linked Bond Fund SEK Investment Policy The Portfolio of this Sub-Fund will mainly include bonds and other debt instruments as well as money market instruments denominated in Swedish Krona (SEK). Index linked bonds and accessorily, floating rate bonds and straight bonds with fixed interest rates will be part of the portfolio. The average modified duration of the portfolio may vary substantially depending on market expectations. The Sub-Fund may use future contracts, options, swaps, credit default swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units or shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investment in bonds. Since the Sub-Fund invests in index linked bonds the risk is, to a higher degree than for other bond funds, affected directly by changes in the inflation. The average duration for the Sub-Fund will vary from short to long. This will increase the risk level compared to short fixed income funds, but the risk will remain lower than for equity funds. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least three years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in Swedish Krona (SEK). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Japan Equity Fund Investment Policy This Sub-Fund is focused on Japan. The portfolio will mainly include shares and equity related transferable securities issued by Japanese companies or traded on Japanese markets without being restricted to a specific industrial sector. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exchange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Schroder Investment Management Limited Risk profile This Sub-Fund faces the same risks as those normally associated with investments in shares. In accordance with the investment policy the Sub-Fund's assets are risk exposed mainly to the Japanese equity markets and thus to a limited geographical market. This normally results in a somewhat higher risk than for an equity fund exposed to more than one geographical market. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in Japanese Yen (JPY). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Cut-off Time / Order Processing Notwithstanding the general rules laid down in the section "Cut off Time" here before, orders received by the Management Company for this Sub-Fund before 15.30 hrs (Central European time) on a Valuation Day, directly or through the Custodian Bank or any Paying Agent, are processed on the basis of the net asset value per unit of the next but one Valuation Day. Orders received after 15.30 hrs (Central European time), are processed on the basis of the net asset value per unit of the next but one Valuation Day Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required.

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Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Medical Fund Investment Policy This Sub-Fund is focused on the medical industry. The portfolio will mainly include shares and equity related transferable securities issued by companies of any part of the world, without being restricted to a specific geographical area. Emphasis will be placed on investments in equities issued by companies active in the pharmaceutical-, biotechnical-, medical technical-, medical service- and health care industries. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exchange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub-Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investment in shares. In accordance with the investment policy the Sub-Fund's assets are risk exposed mainly to the medical industries and thus to one sector of the equity market. This normally results in a higher risk than for a fund that is not restricted to a specific sector. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB North America Equity Fund Investment Policy This Sub-Fund is focused on North America. The portfolio will mainly include shares and equity related transferable securities issued by North American companies or traded on North American markets, without being restricted to a specific industrial sector. Occasionally the fund’s assets may also be invested in Central- and South-Ameriican equitites.The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investments in shares. In accordance with the investment policy the Sub-Fund's assets are risk exposed mainly to the North American equity markets and thus to a limited part of the world. This normally results in a higher risk than for an equity fund with global exposure but lower than for funds exposed to a single geographical market. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Bond Fund SEK Investment Policy The Portfolio of this Sub-Fund will mainly include short- and medium term bonds and other debt instruments as well as money market instruments denominated in Swedish Krona (SEK). The Sub-Fund may use future contracts, options, swaps, credit default swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exchange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investment in debt instruments. The average duration for the Sub-Fund will vary from short to medium. The risk will therefore be higher than for short fixed income funds but lower than for equity funds. The Sub-Fund invests in transferable securities issued by issuers with high rating requirements, which makes the credit risk relatively low. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least three years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in Swedish Krona (SEK). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB Technology Fund Investment Policy This Sub-Fund is focused on technology. The portfolio will mainly include shares and equity related transferable securities issued by companies of any part of the world, without being restricted to a specific geographical area. Emphasis will be placed on investments in equities issued by companies active in high technology industries such as electronics, computers, aircraft and telecommunication. The Sub-Fund may use future contracts, options, swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exchange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investment in shares. In accordance with the investment policy the Sub-Fund's assets are risk exposed mainly to the high technology industries and thus to one sector of the equity market. This normally results in a higher risk than for a fund that is not restricted to a specific sector. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer “D” units in this Sub-Fund. IInitial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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SEB World Fund Investment Policy This Sub-Fund has a global focus. The portfolio will mainly include shares and equity related transferable securities issued by companies of any part of the world, without being restricted to a specific geographical area or industrial sector. The Sub-Fund will also comprise a certain portion of fixed interest securities. A large portion may be invested in transferable securities issued by companies in Sweden or denominated in Swedish Krona (SEK). The Sub-Fund will include active decisions on currency exposures in order to increase the Sub-Fund's income or gain. The Sub-Fund may use future contracts, options, swaps, credit default swaps and other derivatives as part of the investment strategy. It may also use derivatives to hedge various investments, for risk management and to increase the Sub-Fund’s income or gain. The underlying assets of the above mentioned derivatives consist of instruments as described under Article 4 Section A sub-paragraphs a) to g) of the Management Regulations (General Section) as well as financial indices, interest rates, foreign exhange rates. Financial indices in the aforementioned sense are financial indices on stocks, currencies, foreign exchange rates and interest rates. Under no circumstances will the sub-fund be permitted to derogate from its investment policy by using the aforementioned derivatives. The Sub-Fund may invest up to 100 % of its assets in different transferable securities issued or guaranteed by any Member State of the EU, its local authorities, or public international bodies of which one or more of such Member States are members, or by any other State of the OECD. The Sub-Fund can only make use of this provision if it holds securities from at least six different issues, and if securities from any one issue may not account for more than 30 % of the Sub - Fund’s total net assets. The Sub-Fund will not invest more than 5 per cent of its net assets in units / shares of other UCITS or UCIs. Investment Manager Skandinaviska Enskilda Banken AB (publ) Risk profile This Sub-Fund faces the same risks as those normally associated with investments in shares and bonds. Since the assets of the Sub-Fund are risk exposed both to the equity and bond markets the risk is normally considered lower than for an equity fund but higher than for a fixed interest fund. In accordance with the investment policy a large portion of the Sub-Fund's assets may be risk exposed to the Swedish markets and thus to a limited geographical market. Since the Sub-Fund may hold assets denominated in other currencies than the base currency, the Sub-Fund may be subject to a currency risk. For further descriptions of risks involved for the Sub-Fund, please refer to the respective section. Typical Investor The Sub-Fund is intended for investors who seek capital appreciation over the long-term. The history has indeed shown that shares have the potential to give better long-term returns than money market instruments or bonds. Investors should however consider the risks associated with shares (and assimilated equity instruments). Investors must be able to accept substantial year-to-year volatility and significant temporary decrease in value. Investors should consider their long-term investment goals and financial needs when making an investment decision about this Fund. As a consequence, this Fund is suitable to investors who can afford to set aside the capital invested for at least five years. Management Fee The management fee will amount to a maximum of 1.75 % per annum of the Sub-Fund’s net assets. This commission is being payable at the end of each month and based on the average net assets of the Sub-Fund calculated daily during the relevant month. Net Asset Value The net asset value per unit is expressed in US Dollars (USD). Issue of classes The Management Company has decided to offer "D" units in this Sub-Fund. Initial Subscription amount A unitholder's initial subscription must be for a minimum amount equivalent to USD 2,500; for subsequent subscriptions, no minimum is required. Sub-Fund`s performance

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The Sub-Fund’s performance is disclosed under the simplified prospectus which is updated at an annual frequency.

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B. MANAGEMENT REGULATIONS –GENERAL SECTION These Management Regula-tions apply to all the mutual investment funds governed by part I of the Luxembourg law of December 20, 2002 (hereafter the “Law”), for which SEB Fund Management S.A. acts as management company. The General Section of the Management Regulations determines general principles for the different funds. Specific characteristics are set out in the Special Section, whereupon supplementing regulations can be made for the individual provisions of the Management Regulations. The General Section of the Management Regulations and the respective Special Section as connected components, together make up the valid terms of contract for the corresponding fund. Article 1 – The Funds 1. The respective fund is a legally dependent entity set up as a mutual investment fund (“fonds commun de placement”), consisting of securities and/or other eligible assets (respective fund’s assets), and managed on the basis of the principle of risk-spreading on joint account of the investors (“unitholders”). Unitholders have an interest in the respective fund’s assets in proportion to the number of units they hold. The assets constituting the respective fund’s assets are in principle held by the Custodian Bank. 2. The legal rights and obligations of the holders of units (the unitholders), of the Management Company and of the Custodian Bank, are stated in the Management Regulations (General and Special Sections) of the respective fund, both of which are drawn up by the Management Company with the approval of the Custodian Bank. Upon the purchase of a unit, each unitholder acknowledges the Management Regulations of the respective fund as well as any amendments in those documents. Article 2 – The Management Company

1. The Management Company is SEB Fund Management S.A. 2. The Management Company administers the respective fund under its own name, however, exclusively in the interests and for the joint account of the unitholders. The authority of administration applies to the exercise of all rights which are directly or indirectly in connection with the assets of the respective fund. 3. The Management Company lays down the investment policy of the respective fund, taking the legal and contractual investment restrictions into consideration. The board of directors of the Management Company can entrust one or several of its members, as well as other natural or legal people with the execution of the daily investment policy. 4. Under its own responsibility/risk and supervision as well as its own costs, the Management Company can consult investment advisors and investment managers and if need would be, it can take advice from an investment policy committee. If applicable, this will be mentioned in the Sales Prospectuses. 5. Unless otherwise provided in the Special Section of the Management Regulations, the Management Company acts also as the fund’s Central Administration. Article 3 – The Custodian Bank 1. The Custodian Bank for each fund will be determined in the Special Section of the Management Regulations. 2. The Custodian Bank is entrusted with the custody of the assets of the respective fund. The rights and obligations of the Custodian Bank are governed by the Law, these Management Regulations and the respective agreement with the Custodian Bank. Its particular duty is to hold in safe-keeping the assets of the respective fund. The Custodian Bank acts in the interest of the unitholders.

3. All the securities and other assets of the respective fund are held in custody in blocked accounts and deposits which can only be drawn upon in agreement with the provisions of the respective fund’s Management Regulations. The Custodian Bank can entrust a third-party custodian, in particular other banks and securities clearing and deposit banks, with the safekeeping of securities and other assets, at its own risk and with the prior approval of the Management Company. 4. To the extent permitted by law, the Custodian Bank is authorized or obliged, in its own name, a) to assert claims of unitholders against the Management Company or a previous Custodian Bank; b) to resist enforcement actions brought by third parties and to take appropriate measures in the event of enforcement of claims against the respective fund’s assets for which the latter is not liable. 5. The Custodian Bank is bound to the instructions of the Management Company, in as far as such instructions do not contradict the law, the Management Regulations or the Sales Prospectuses of the respective fund. 6. Both, the Custodian Bank and the Management Company may terminate the respective custodian agreement at any time all in accordance with the provisions of the respective agreement. Such termination will be effective, when the Management Company, with the authorization of the responsible supervisory authority, appoints another bank as custodian and that bank assumes the responsibilities and functions as Custodian Bank; until then the previous Custodian Bank will continue to fulfil its responsibilities and functions as Custodian Bank to the fullest extent in order to protect the interests of the unitholders. Article 4 - General guidelines for investment policy

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Unless otherwise provided for in the Special Section, respectively in the Sales Prospectuses, the following general guidelines for investment policy are valid for all the mutual investment funds managed by SEB Fund Management S.A. and governed by part I of the Luxembourg law of December 20, 2002. A. Eligible Assets

Each fund may only invest in: Transferable securities and money market instruments, as defined in the Law, which are: a) transferable securities and

money market instruments admitted to or dealt in on a regulated market defined in item 13 of Article 1 of Directive 93/22/EEC (“Regulated Market”);

b) transferable securities and

money market instruments dealt in on another regulated market in a Member State of the European Union which operates regularly and is recognised and open to the public;

c) transferable securities and

money market instruments admitted to official listing on a stock exchange in a non-Member State of the European Union or dealt in on another regulated market in a non-Member State of the European Union which operates regularly and is recognised and open to the public;

d) 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 stock exchange or on another regulated market which operates regularly and is recognised and open to the public;

- such admission is secured within one year of issue;

Transferable securities and money market instruments mentioned under c) and d) are listed

on a stock exchange or dealt on a regulated market in North America, South America, Australia (incl. Oceania), Africa, Asia and/or Europe.

e) money market instruments

other than those dealt in on a regulated market, which are liquid and whose value can be determined with precision at any time, if the issue or issuer of such instruments is itself regulated for the purpose of protecting investors and savings, and provided that they are:

- issued or guaranteed by a

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

- issued by an undertaking any securities of which are dealt in on regulated markets referred to in sub-paragraphs a), b) or c) or

- issued or guaranteed by

an establishment subject to prudential supervision, in accordance with criteria defined by Community law or by an establishment which is subject to and complies with prudential rules considered by the Luxembourg supervisory 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 Luxembourg supervisory 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 indents and provided that the issuer is a company whose capital and reserves amount to at

least ten million euro (EUR 10,000,000) and which presents and publishes its annual accounts in accordance with the Fourth Directive 78/660/EEC, is an entity which, within a group of companies which includes one or several listed companies, is dedicated to the financing of the group or is an entity which is dedicated to the financing of securitisation vehicles which benefit from a banking liquidity line.

The fund may also invest in transferable securities and money market instruments other than those referred to in subparagraphs a) to e) above provided that the total of such investment shall not exceed 10% of the net assets of any fund. Units of undertakings for collective investment f) units of UCITS and/or other

UCIs within the meaning of the first and second indents of article 1(2) of the Directive 85/611/EEC, as amended, should they be situated in a Member State of the European Union or not, provided that:

- such other UCIs are

authorised under laws which provide that they are subject to supervision considered by the Luxembourg authority to be equivalent to that laid down in Community law, and that cooperation between authorities is sufficiently ensured;

- the level of protection

guaranteed to holders in such other UCIs is equivalent to those provided for holders in a UCITS, and, in particular, that the rules on asset segregation, borrowing, lending and uncovered sales of transferable securities and money market instruments are equivalent to the requirements of the Directive 85/611/EEC, as amended;

- the business of the other

UCI is reported in half-yearly and annual reports to enable an assessment

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to be made of the assets and liabilities, income and operations over the reporting period;

- no more than 10% of the

assets of the UCITS or the other UCIs, whose acquisition is contem-plated, can, according to their constitutional documents, be invested in aggregate in units of other UCITS or other UCIs;

Deposits with credit institutions g) deposits with credit

institutions which are repayable on demand or have the right to be withdrawn, and maturing in no more than twelve (12) months, provided that the credit institution has its registered office in a Member State of the European Union, or if the registered office of the credit institution is situated in a non-Member State, provided that it is subject to prudential rules considered by the Luxembourg supervisory authority as equivalent to those laid down in Community law;

Financial derivative instruments h) financial derivative instru-

ments including equivalent cash-settled instruments which are dealt in on a regulated market mentioned above in sub-paragraphs a), b) and c), and/or financial derivative instruments dealt in over-the-counter (“OTC derivatives”), provided that:

- the underlying assets

consist of instruments described in sub-paragraphs a) to g) above, financial indices, interest rates, foreign exchange rates or currencies, in which the funds may invest in, in accordance with their investment policies;

- the counterparties to OTC

derivatives are institutions subject to prudential supervision and belonging to categories approved by the Luxembourg supervisory authority; and

- the OTC derivatives are

subject to a reliable and

verifiable valuation on a daily basis and can be disposed of, turned into cash or evened up through an offsetting transaction at any time at their fair value at the respective fund's initiative.

With a view to hedge investment positions, for efficient portfolio management, or making part of the strategy, the fund may, in the context of the overall investment policy and within the limits of the investment restrictions, conduct certain operations involving the use of all financial derivative instruments, authorised by the Luxembourg Law or by circulars issued by the Luxembourg supervisory authority, including, but not limited to, (i) put and call options on securities, indexes and currencies, including OTC options; (ii) futures on stock market indexes and interest rates and options on them; (iii) structured products, for which the security is linked to or derives its value from another security; (iv) warrants; and (v) swaps among others especially credit default swaps (“cds”). Credit default swaps may be used, among other things, to hedge credit risks arising from bonds acquired by the Fund. In this case, the interest rates collected by the Fund from a bond with a comparatively high creditworthiness risk may be swapped for interest rates from a bond having a lower credit risk, for example. At the same time, the contractual partner may be obliged to buy the bond at an agreed price or pay a cash settlement when a previously defined event, such as the insolvency of the issuer, occurs. The Management Company shall also be author-ised to use such transactions the objectives of which are other than hedging. The maximum limit in terms of inherent commitments to Credit Default Swaps is laid down in the prospectus. The contracting partner must be a top-rated financial institution which specialises in such transactions. The Credit default swaps must be sufficiently liquid. Both the bonds underlying the credit default swap and the respective issuer must be taken into account with regard to the investment limits set out in Article 4 of the management regulations. Credit default

swaps shall be valued on a regular basis using clear and transparent methods.The Management Company and the Auditor shall monitor the clarity and transparency of the valuation methods and their application. If, within the framework of monitoring activities, differences are detected, the Management Company shall arrange to remedy the situation. B. Investment restrictions applicable to Eligible Assets The following limits are applicable to the Eligible Assets mentioned under A above: Transferable securities and money market instruments as defined in the Law 1) A Fund may invest no more

than 10% of its net assets in transferable securities or money market instruments issued by the same issuer.

2) Moreover, where a fund

holds investments in transferable securities and money market instruments of any issuing body which by issuer exceed 5% of its net assets, the total of all such investments must not account for more than 40% of the total net assets of such fund. This limitation does not apply to deposits and OTC derivative transactions made with financial institutions subject to prudential supervision.

3) The limit of 10% laid down in

point (1) is raised to a maximum of 35% if the transferable securities or money market instruments are issued or guaranteed by a Member State of the European Union, by its local authorities, by a non-Member State or by public international bodies to which one or more Member States are members and such securities are not be included in the calculation of the limit of 40% stated above in sub-paragraph (2).

4) Notwithstanding the above

limits, each fund may invest, in accordance with the principle of risk-spreading, up to 100% of its assets in different transferable securities and money market instruments issued or guaranteed by a

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Member State of the EU, its local authorities, by any other member state of the Organization for Economic Cooperation and Development (OECD) or by a public international body of which one or more Member State(s) are member(s) provided that (i) such securities are part of at least six different issues and (ii) the securities from any one issue do not account for more than 30% of the net assets of the respective fund.

5) The limit of 10% laid down in

point (1) is raised to a maximum of 25% for certain debt securities if they are issued by a credit institution whose registered office is situated in a Member State of the European Union and which is subject by law to special public supervision designed to protect the holders of debt securities. In particular, sums deriving from the issue of such debt securities must be invested, in conformity with the law, in assets which, during the whole period of validity of the debt securities, are capable of covering claims attaching to the debt securities and which, in the event of bankruptcy of the issuer, would be used on a priority basis for the reimbursement of the principal and payment of the accrued interests. When a fund invests more than 5% of its net assets in such debt securities as referred to in the first indent and issued by one body, the total value of such investments may not exceed 80% of its net assets. The transferable securities and money market instruments referred to in this point are not included in the calculation of the Limit of 40 % stated above in sub-paragraph (2).

6) Without prejudice to the limit

laid down in sub-paragraph (10) the limits of 10% laid down in point (1) above is raised to maximum 20% for investment in shares and/or debt securities issued by the same body when the aim of the investment policy of a fund is to replicate the composition of a certain stock or debt securities index which is recognised by the Luxembourg Supervisory

Authority, on the following basis:

- the index’ composition is

sufficiently diversified;

- the index represents an adequate benchmark for the market to which it refers;

- the index is published in an appropriate manner

This limit is 35% where that proves to be justified by exceptional market condi-tions, in particular in regulated markets where certain transferable secu-rities or money market instruments are highly dominant. The investment up to this limit is only permitted for a single issuer. Securities mentioned in sub-paragraph (6) need not be included in the calculation of the 40% limit mentioned in sub-paragraph (2).

Units of undertakings for collective investment 7) Any fund may acquire units

of UCITS and/or other UCIs, provided that no more than 20% of its net assets are invested in a single UCITS or other UCI. For the purposes of applying this investment limit, each UCITS or UCI with multiple sub-funds shall be considered as a separate entity, provided that the principle of segregation of commitments of the different sub-funds is ensured in relation to third parties. Investments in other UCIs may not exceed, in aggregate, 30% of any fund’s net assets.

When a given fund has acquired units of UCITS and/or other UCIs, the assets of the respective UCITS or other UCIs do not have to be combined for the purposes of the limits laid down in section B.

When the fund invests in the units of other UCITS and/or other UCIs 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, that management company may not charge subscription or redemption fees on account of the fund’s investment in the units of such other UCITS and/or UCIs. Deposits with credit institutions 8) Any fund may not invest

more than 20% of its net assets in deposits made with the same body.

Financial derivative instru-ments 9) The risk exposure to a

counterparty of a fund in an OTC derivative transaction may not exceed 10% of the assets of any fund when the counterparty is a credit institution referred to in section A., sub-paragraph g), or 5% of its assets in the other cases.

In addition, any fund shall ensure that its global exposure relating to derivative instruments does not exceed the total net asset value of its portfolio. The risk exposure is calculated taking into account the current value of the underlying assets, the counterparty risk, future market movements and the time available to liquidate the positions. The global exposure of the underlying assets shall not exceed in aggregate the investment limits laid down under sub-paragraphs (1), (2), (3), (5), (8), (9), (10), (11) and (12). The underlying assets of index based derivative instruments are not combined to the investment limits laid down under the sub-paragraphs mentioned here before. When a transferable security or money market instrument embeds a derivative, the latter must be taken into account when complying with the requirements of the above mentioned restrictions.

Maximum exposure to a single body 10) Any fund may not combine:

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i) investments in transferable securities or money market instruments issued by a single body and subject to the 10% limit by body mentioned in sub-paragraph (1), and/or

ii) deposits made with the

single body and subject to the 20% limit mentioned in sub-paragraph (8), and/or

iii) exposures arising from

OTC derivative transactions undertaken with the single body and subject to the 10% respectively 5% limits by body mentioned in sub-paragraph (9)

in excess of 20% of its net assets.

Any fund may not combine: i) investments in

transferable securities or money market instruments issued by the same body and subject to the 35% limit by body mentioned under sub-paragraph (3) above, and/or

ii) investments in certain

debt securities issued by the same body and subject to the 25% limit by body mentioned in sub-paragraph (5), and/or

iii) deposits made with the

same body and subject to the 20% limit mentioned in sub-paragraph (8), and/or

iv) exposures arising from

OTC derivative transactions undertaken with the same body and subject to the 10% respectively 5% limits by body mentioned in sub-paragraph (9)

in excess of 35% of its net assets.

Eligible assets issued by the same group

11) Companies which are

included in the same group for the purposes of consolidated accounts, as defined in accordance with the Directive 83/349/EEC or in accordance with recognised international

accounting rules are regarded as a single body for the purpose of calculating the limits described under the points (1), (2), (3), (5), (8), (9) and (10) above.

12) Any fund may invest in

aggregate up to 20% of its net assets in transferable securities and/or money market instruments within the same group.

Acquisition limits by issuer of eligible assets 13) The Management Company

acting on any fund’s behalf, may not aquire:

i) any shares carrying

voting rights, which would enable it to exercise significant influence over the management of the issuing body.

ii) for any fund as a whole,

more than 10% of the non-voting rights of the same issuer;

iii) for any fund as a whole,

more than 10% of the debt securities of the same issuer;

iv) for any fund as a whole,

more than 10% of the money market instruments of any single issuer;

v) for any fund as a whole,

more than 25% of the units of the same UCITS or other UCIs (all sub-funds thereof combined).

The limits laid down in the second, third, fourth and fifth indents above may be disregarded at the time of acquisition if at that time the gross amount of debt securities or of money market instruments, or of UCITS/UCIs or the net amount of the securities in issue, cannot be calculated.

The ceilings as set forth above are waived in respect of:

a) transferable securities and money market instruments issued or guaranteed by a Member State of the European Union or its local authorities;

b) transferable securities and money market instruments issued or guaranteed by a

non-Member State of the European Union;

c) transferable securities and money market instruments issued by public international bodies of which one or more Member States of the European Union are members;

d) shares held in the capital of a company incorporated in a non-Member State of the European Union provided that (i) such company invests its assets mainly in securities by issuers of that State, (ii) pursuant to the law of that State, such holding represents the only possible way to purchase securities of issuers of that State and (iii) such company observes in its investment policy the restrictions referred to on this prospectus.

If the limits referred to under section B are exceeded for reasons beyond the control of the Management Company or as a result of the exercise of subscription rights, it must adopt as a priority objective for its sales transactions the remedying of that situation, taking due account of the interests of its unitholders. While ensuring observance of the principle of risk-spreading, any fund may derogate from the limits laid down in section B for a period of six months following the date of its authorisation. C) Liquid assets

Any fund may hold ancillary liquid assets.

D) Unauthorized investments

The Management Company acting on any fund's behalf may not:

i) make investments in, or

enter into transactions involving precious metals or certificates representing them, commodities, commodities contracts or certificates representing commodities;

ii) carry out uncovered sales of transferable securities, money market instruments or other financial instruments referred to under section A., letters e), f) and h); provided that this restriction shall not prevent any fund from making deposits or carrying out other accounts in

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connection with financial derivative instruments, permitted within the limits referred to above;

iii) grant loans or act as a guarantor on behalf of third parties, provided that for the purpose of this restriction (i) the acquisition of transferable securities, money market instruments or other financial instruments which are not fully paid and (ii) the permitted lending of portfolio securities shall be deemed not to constitute the making of a loan;

iv) borrow for the account of any fund amounts in excess of 10% of the total net assets of this fund, any borrowing to be effected only as a temporary measure for extraordinary purposes inclu-ding the redemption of units. However, it may acquire for any fund foreign currency by means of a back-to-back loan.

E) Techniques and instruments Securities lending and repurchase agreements a) Within the limits of a

standardised securities lending system, up to 50 % of the transferable securities contained in any fund can be lent for a period of maximum 30 days. The condition is that this securities lending system is organised by a recognised securities clearing institution or by a highly rated financial institution which specialises in that type of transactions.

The securities lending may comprise more than 50 % of the security holdings or last for a period longer than 30 days, in as far as any fund has the right to terminate the securities lending contract at any time and to demand the return of the lent securities. In relation to its lending transactions, any fund must in principle receive a guarantee, the value of which, at the conclusion of the lending agreement, must be at least equal to the value of the global valuation of the securities lent. The guarantee can consist of cash or of securities which are issued or guaranteed by Member States of the

OECD, their local authorities or international organizations and blocked in favour of the respective fund until termination of the lending agreement. A guarantee is not necessary, as long as the securities lending takes place within the limits of Clearstream AG, Euroclear or another recognised clearinghouse, which provides security in favour of the lender of the lent securities by means of a guarantee or by other means.

b) From time to time any fund

may purchase or sell transferable securities in the form of repurchase agreements. For this, the counterpart of such transaction must be a highly rated financial institution specialized in this type of transaction.

During the lifetime of a repurchase agreement, any fund may not sell the securities which are the object of the agreement. The importance of purchased securities subject to a repurchase obligation has to be maintained at a level such that it is able, at all times, to meet its obligations to redeem its own units.

The Management Company may from time to time, upon approval with the Custodian Bank, impose further investment restrictions in order to meet the requirements in such countries, where the units are distributed respectively will be distributed. Article 5 - Units of the respective fund Units of a respective fund may be i) issued in registered form and recorded in a nominal account or ii) issued in the form of global certificates. The Management Company may provide for the issuance of fractional units. Fractional units may be issued up to three decimal places. Provisions applicable to the respective fund will be laid

down in the Special Section of the Management Regulations. All units of a respective fund have the same basic rights. Different unit classes may be issued for a respective fund, which can differ due to the use of the income / allocation of results (capitalisation or distribution), the fee structure or due to other criteria to be determined by the Management Company. The issuing of unit classes, if applicable, is mentioned in the Special Section of the Management Regulations and the Sales Prospectuses. From the date of issue, all units are entitled, in the same way, to income, capital gains and to liquidation proceeds. Article 6 - Issue of units 1. The issue of the units is carried out at the issue price which is stipulated in the Special Section of the Management Regulations and at the conditions as determined therein. 2. The Management Company can reject an application for subscription at any time at its discretion, or temporarily limit, suspend or completely discontinue the issue of units, in as far as this is deemed to be necessary in the interests of the unitholders as an entirety, to protect the Management Company, to protect the respective fund, in the interests of the investment policy or in the case of endangering specific investment objectives of the respective fund. 3. The Custodian Bank shall immediately pay back incoming payments for applications for subscriptions which are not carried out. 4. At its discretion, the Management Company may, upon application from a Unitholder, issue units in return for contribution in kind of securities, provided that such securities comply with the investment objectives and investment policy of the Fund. The Auditor of the Fund shall generate a valuation report, which shall be available for inspection to all investors at the registered office of the Management Company. The costs of such contribution in

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kind shall be borne by the investor in question. Article 7 - Redemption of units 1. The unitholders of the respective fund are entitled to request redemption of their units at any time at the redemption price and to the conditions laid down in the Special Section of the Management Regulations. This redemption can only be made on a Valuation Day. The payment of the redemption price is made within the delays laid down in the Special Section of the Management Regulations against restitution of the units, if issued. 2. The Management Company is, with the prior approval of the Custodian Bank, entitled to effect extensive redemptions, which can not be met by the liquid assets and allowable borrowing of the respective fund, only after corresponding assets of the respective fund have been sold without delay. 3. The Custodian Bank is obliged to pay, only in as far as no legal provisions, e.g. exchange control regulations or other circumstances which can not be influenced by the Custodian Bank, forbid the transfer of the redemption price to the applicant’s country. 4. The Management Company can repurchase units unilaterally for the respective fund against payment of the redemption price, as long as this appears to be necessary in the interests of the entirety of the unitholders or for the protection of the Management Company or the respective fund. Article 8 – Conversion of units If conversion of units in a fund is applicable, the respective provisions are laid down in the Special Section of the Management Regulations. Article 9 - Net asset value calculation 1. The value of a unit (unit value) is denominated in the currency stipulated in the the Special Section of the Management Regulations of the respective fund (fund currency). It is calculated by the

Management Company or a third party, appointed by the Management Company, supervised by the Custodian Bank, on each Valuation Day, as defined in the Special Section of the Management Regulations. The net asset value calculation per unit is made by dividing the net assets of a particular fund by the number of units of the particular fund in circulation on a Valuation Day. 2. The respective fund’s net asset value is calculated according to the following principles: a) Transferable securities and money market instruments, which are officially listed on the stock exchange, are valued at the last available price; b) Transferable securities and money market instruments, which are not officially listed on a stock exchange, but which are traded on another regulated market are valued at a price no lower than the bid price and no higher than the ask price at the time of the valuation and at which the Management Company considers to be an appropriate market price; c) Transferable securities and money market instruments quoted or traded on several markets are valued on the basis of the last available price of the principal market for the transferable securities or money market instruments in question, unless these prices are not representative. d) In the event that such prices are not in line with market condition, or for securities and money market instruments other than those covered in a), b) and c) above for which there are no fixed prices, these securities and money market instruments, as well as other assets, will be valued at the current market value as determined in good faith by the Management Company, following generally accepted valuation principles verifiable by auditors. e) Liquid assets are valued at their nominal value plus accrued interest. f) Time deposits may be valued at their yield value if a contract exists between the

Management Company and the Custodian Bank stipulating that these time deposits can be withdrawn at any time and their yield value is equal to the realized value. g) All assets denominated in a different currency to the respective fund’s currency are converted into this respective fund’s currency at the last available average exchange rate. h) Financial instruments which are not traded on the futures exchanges but on a regulated market are valued at their settlement value, as stipulated by the Management Company in accordance with generally accepted principles, taking into consideration the principles of proper accounting, the customary practices in line with the market, and the interests of the unitholders, provided that the above-mentioned principles correspond with generally accepted valuation regulations which can be verified by the independent auditors. i) Swaps are valued on a marked-to-market basis. j) Units or shares of UCI(TS) are valued at the last available net asset value. k) In case of extraordinary circumstances, which make the valuation in accordance with the above-mentioned criteria impossible or improper, the Management Company is authorised to temporarily follow other valuation regulations in good faith and which are according to the verifiable valuation regulations laid down by the independent auditors in order to achieve a proper valuation of the respective fund’s assets. 3. In as far as several unit classes have been established according to article 5 of the General Section of the Management Regulations, the following particularities arise for the unit valuation: a) The net asset value calculation is made separately for each unit class according to the criteria mentioned under point 2 of this article. b) The inflow of funds due to the issue of units, increases the percentage portion of the respective unit class on the total

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value of the respective fund’s net assets. The outflow of funds due to the redemption of units reduces the percentage portion of the respective unit class on the total value of the respective fund’s net assets. c) In the case of distribution, the net asset value of the units entitled for distribution of the appropriate unit class is reduced by the amount of the distribution. Therefore, at the same time, the percentage portion of this unit class is reduced in the total value of the respective fund’s net assets, while the percentage portion of unit classes not entitled for distribution increases the total respective fund’s net assets. 4. Equalisation of income may be carried out for the respective fund. 5. For extensive redemption requests, which can not be met by the liquid assets and allowable borrowing of the respective fund, the Management Company can determine the Net Asset Value (NAV) on the basis of the Valuation Day, on which it intends to sell the necessary transferable securities for the respective fund; this is also valid for any subscription requests submitted at the same time. Article 10 - Suspension of the calculation of the NAV The Management Company is entitled to suspend the calculation of the respective fund’s NAV, if and for as long as there are circumstances which make this suspension necessary and if the suspension is justifiable, taking into account the interests of the unitholders, in particular: 1. during the time in which a stock exchange or another market, where a considerable part of the respective fund’s assets is officially quoted or traded, is closed (except at the usual weekends or on bank holidays) or the trading on this stock exchange or corresponding market ceases or is limited; 2. where a major part of the securities and instruments in the fund are not listed or otherwise not subject to orderly pricing entailing that the NAV

cannot be satisfactorily determined in a manner that safeguards the equal right of unit holders; 3. in periods, where the political, economic, military, monetary or social circumstances or any case of force majeure, beyond the responsibility or power of the Management Company make it impossible to dispose of the respective fund’s assets by reasonable and normal means, without causing serious prejudice to its unitholders; 4. during the time in which the exchange market(s) forming the basis of the valuation of a major part of the fund’s assets is (are) closed for legal holidays; 5. in an emergency, when the Management Company may not dispose of the respective fund’s investments or it is impossible for it to freely transfer the transaction value resulting from purchases and sales of investment, or to carry out the calculation of the NAV in an orderly manner. In case of a suspension for reasons as stated above for a period of more than six days, unitholders will be informed accordingly. Investors who have applied for redemption of units will be informed promptly of the suspension and will then be notified immediately once the calculation of the NAV per unit is resumed. After resumption, investors will receive the redemption price that is then current. Article 11 - Audit of the annual accounts The respective fund’s annual accounts shall be audited by an independent authorized auditor, who shall be appointed by the Management Company. Article 12 - Dividend payments 1. The respective fund’s distribution policy is laid down in the Special Section of the Management Regulations. 2. The Management Company will decide from time to time if and to what extent dividends should be paid to unitholders of a particular fund, respectively of a respective class of such a fund.

3. The ordinary net income as well as realised capital gains may be distributed. Further, unrealized or retained capital gains from previous years as well as other assets may be distributed, as long as the respective fund’s net assets do not drop, due to the distribution, under the minimum required by Law. 4. Distributions may be paid entirely or partly in the form of bonus units. Any remaining fractions of units may be paid out in cash or credited. Dividends not claimed within five years from their due date will elapse and revert to the relevant fund, or the respective class. 5. In the case of the formation of unit classes in accordance with article 5 of the General Section of the Management Regulations, only the units of the unit class set up for this purpose are entitled to distribution. Article 13 - Mergers 1. Any fund may be merged with another fund, following a decision to this effect by the Management Company. 2. Such a merger can only be carried out if the investment policy of the absorbing fund does not breach the investment policy of the fund to be absorbed 3. Implementation of the merger shall be accomplished by way of liquidation of the fund to be absorbed and a simultaneous takeover of all assets by the absorbing fund. . In contrast to the fund liquidation however, the investors in the fund being brought in, receive units of the receiving fund, the number of which is based on the ratio of the NAVs per unit of the funds involved at the time of the absorption, with a provision for settlement of fractions, if necessary. 3. Implementation of the merger shall be accomplished by way of liquidation of the fund to be absorbed and a simultaneous takeover of all assets by the absorbing fund. .In contrast to the fund liquidation however, the investors in the fund being brought in, receive units of the receiving fund, the number of which is based on the ratio of the NAVs per unit of the funds involved at the time of the

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absorption, with a provision for settlement of fractions, if necessary. The merger may also take place by a transfer of the assets and liabilities of the fund to be absorbed to the absorbing fund. The assets and liabilities to be transferred will be valued according to the valuation principles laid down in Article 9 Net Asset Value Calculation. Units of the absorbing fund will be issued at the issue price of the absorbing fund up to an amount corresponding to the valaution of the assets and liabilities of the fund to be absorbed. 4. The resolution of the Management Company to merge funds shall be published in a newspaper specified by the Management Company in those countries in which the units of the fund to be absorbed are distributed to the public. In case only registered units are issued in the absorbed fund, the unitholders are informed in writing. The unitholders of the fund to be absorbed shall be entitled for a period of 30 days to demand free of charge the redemption of all or part of their units at the relevant unit value. 5. A resolution to merge a fund with a foreign fund requires approval of the meeting of unitholders of the respective fund to be absorbed. A resolution to merge a fund with a foreign fund shall be subject to an attendance quorum of 50% of the units in circulation and shall be adopted on the basis of a two thirds majority of the units present or represented, whereby only those unitholders shall be bound by the resolution who have voted for the merger. In the case of unitholders who did not attend the meeting and all unitholders who did not vote in favour of the merger, it shall be assumed that they have offered their units for redemption. 6. In case of a merger with another collective investment undertaking, the subscription price may be paid by contribution in kind of all assets and liabilities of the absorbed fund, valued pursuant to the rules described in the paragraph “Net Asset Value" below. Units of the respective classes will be issued at their respective NAV against the contribution in kind valued this

way. All expenses related to this contribution in kind will be charged to the contributor. 7. The execution of the merger shall be examined by an independent authorized auditor. Article 14 - Duration and liquidation of the respective fund 1. The term of a respective fund is specified in the Special Section of the Management Regulations. 2. However, notwithstanding the preceding, a fund can be dissolved at any time by the Management Company, unless otherwise provided for in the Special Section of the Management Regulations. The Management Company may decide to dissolve a fund, if such dissolution appears necessary or expedient in consideration of the interests of the unitholders, for protection of the interests of the Management Company, or in the interest of the investment policy. 3. Dissolution of a fund is mandatory in the cases provided for by Law. 4. The Management Company shall publish any such dissolution of a fund in the Mémorial C and in at least two daily newspapers of sufficient circulation, at least one of which must be a Luxembourg newspaper, as required by law and in accordance with the respective regulations of the country in which the respective fund is sold. 5. The issue of units shall cease when the respective fund is dissolved. Units can be redeemed until just before the liquidation date, thereby ensuring that any liquidation costs are taken into account and must be borne by all investors holding units of the fund at the time the decision to liquidate became effective. 6. On the order of the Management Company or the liquidators appointed by the Management Company or by the Custodian Bank in agreement with the supervisory authority, the Custodian Bank will divide the proceeds of the liquidation less the costs of liquidation and fees among the unitholders of the respective

fund according to their entitlement. The net proceeds of liquidation not collected by unitholders will be deposited by the Custodian Bank with the Caisse de Consignations in Luxembourg for the account of unitholders entitled to them, where such amounts will be forfeited if not claimed by the statutory deadline. 7. Neither the unitholders themselves, nor their heirs respectively their legal successors or creditors can file for either the liquidation or the splitting of the respective fund. Article 15 - General costs 1. A fee shall be due to the Management Company for its management of the respective fund. 2. A fee shall be due to the Custodian Bank for safekeeping and holding the respective fund’s assets under custody. The custodian fee includes the custodian charges normally incurred. Furthermore, the Custodian Bank shall receive a payment for processing each transaction conducted on behalf of the Management Company. 3. Apart from these fees and charges, the following expenses may be borne by the respective fund: - costs arising in connection with the purchase and sale of assets and the use of securities lending programs; - costs for the preparation and mailing of Sales Prospectuses, Management Regulations as well as annual, semi-annual and possibly interim reports; - costs of publishing the Sales Prospectuses, Management Regulations, annual, semi-annual and, possibly, interim reports as well as subscription and redemption prices, and of the official announcements made to the unitholders; - auditing charges and legal expenses incurred on behalf of the respective fund; - costs and taxes which may be incurred in connection with administration and custody; - all taxes and duties owed on the fund’s assets and income;

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- costs for preparing the issue of certificates, if any; - Paying Agent fees and costs which may be incurred in connection with distributions as well as costs incurred with regard to the cashing of coupons; - costs of possible stock exchange listings and/or the registration of the unit certificates, if any, for public distribution; - costs of assessing the standing of the respective fund by nationally and internationally recognized rating agencies; - a reasonable proportion of advertising costs and other costs incurred directly in connection with the offer and the distribution of units. The specific fees and expenses to be borne by a particular fund are laid down in the Special Section of the Management Regulations or in the Sales Prospectuses, e.g. performance fee. Article 16 - Expiration and submission deadline 1. Unitholders’ claims against the Management Company or the Custodian Bank can not be enforced after the expiry of five years after the claim has arisen. The regulations as in article 13, point 4 in the General Section of the Management Regulations are not affected by this. 2. The statute of limitations for coupons is five years from the time of publication of the respective statement of distribution. Amounts to be distributed which are not claimed within this period of time, expire in favour of the respective fund.

Article 17 - Amendments The Management Company may, at any time, amend the General Section and the Special Section of the Management Regulations, completely or partly, with the approval of the Custodian Bank. Article 18 - Publications 1. The Management Regulations (General and Special Sections), as well as amendments of these, shall be deposited with the Trade Register of the district court in Luxembourg and publications shall be made by placing a notice in the “Mémorial, Recueil des Sociétés et Associations” (“Mémorial C”), the Official Gazette of the Grand Duchy of Luxembourg, stating that these documents have been deposited with the Trade Register, in accordance with the provisions laid down in the law of August 10, 1915 on commercial companies. 2. Issue and redemption prices may be asked for at the offices of the Management Company, the Custodian Bank and every Paying Agent. 3. The Management Company shall prepare a full as well as a simplified Prospectus, an audited annual report as well as a semi-annual report for the respective fund, in accordance with the legal provisions of the Grand Duchy of Luxembourg. 4. The respective fund’s documents as stated under point 3 of this article are available for the unitholders at the registered office of the Management Company, the Custodian Bank and every Paying Agent. Article 19 - Applicable law, place of jurisdiction and contract language

1. The Management Regulations (General and Special Sections) are subject to Luxembourg law. In particular, the provisions of the law of December 20, 2002 on undertakings for collective investment apply, as a supplement to the Management Regulations (General and Special Sections). The same is valid for the legal relationships between the unitholders, the Management Company and the Custodian Bank. 2. Each lawsuit between the unitholders, the Management Company and the Custodian Bank is subject to the jurisdiction of the relevant court in the juridical district Luxembourg in the Grand Duchy of Luxembourg. The Management Company and the Custodian Bank are entitled to submit themselves and the respective fund to the jurisdiction and the law of that country, in which units of the respective fund are distributed publicly, in as far as it concerns the claims of investors who are resident in the country concerned, and in regard to matters which refer to the respective fund. 3. The English wording of the Management Regulations (General and Special Sections) shall prevail, as far as a differing provision has not been expressly stipulated in the Special Section of the Management Regulations. Article 20 - Coming into force The Management Regulations, (General and Special Sections), as well as any amendments of these documents, come into effect on the day of signature, in as far as nothing else is stipulated.

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C. MANAGEMENT REGULATIONS - SPECIAL SECTION SEB FUND 3 The Management Regulations (General Section) which have been deposited with the District Court of Luxembourg and of which the notice deposit has been published on October 31, 2005 in the Mémorial C form integral part with the present Management Regulations (Special Section). The following articles have to be understood as completion to the foregoing.

Article 1 –The Fund 1. The Fund SEB Fund 3 (hereafter “the Fund”) is an undertaking for collective investment in transferable securities („UCITS“), set up as a mutual investment fund („fonds commun de placement“). The Fund’s assets composed of transferable securities and other eligible assets are managed by the Management Company. The Custodian Bank is entrusted with the custody of the Fund’s assets. 2. The Fund is set up for an undetermined period. 3. SEB Fund Management S.A. has established segregated opposable accounts each constituting a Sub-Fund within the meaning of article 133 of the Luxembourg law of December 20, 2002 (hereafter “Law”). The assets of each Sub-Fund constitute the joint and undivided property of the unitholders of that Sub-Fund. In the portion of assets relating to a Sub-Fund, each unitholder has an undivided right in proportion to the units he owns in that Sub-Fund. 4. Pursuant to article 133 (5) of the Law, the rights of the unitholders and creditors regarding a Sub-Fund or raised by the incorporation, operation or liquidation of a Sub-Fund are limited to the assets of this Sub-Fund. The assets of a Sub-Fund will be answerable exclusively for the rights of the unitholders relating to this Sub-Fund and for those of the creditors whose claim arose in relation to the incorporation, operation or liquidation of this Sub-Fund.

5. The calculation of the net asset value is done separately for each Sub-Fund all in accordance with the rules set out in article 9 of the Management Regulations (General Section). 6. The investment restrictions laid down in the Management Regulations are applicable to each Sub-Fund separately, unless otherwise provided for in the Sales Prospectuses. 7. The Management Company may create at any time new Sub-Funds or unit classes. In accordance with the legal requirements, existing Sub-Funds may be liquidated at any time. In such case, the Sales Prospectuses will be updated. Article 2 –Investment policy The Fund’s portfolio will mainly include but not be limited to shares and equity related transferable securities and/or fixed interest securities admitted to official listing on stock exchanges or dealt in on regulated markets or on other markets that are regulated, operate regularly and are recognised and open to the public. Furthermore, the Fund’s assets may be invested in all other eligible assets within the scope of legal possibilities laid down by Law. A detailed description of the Fund’s investment policy is set out in the sales prospectuses. The investment policy of each Sub-Fund is determined by the Management Company. A detailed description of the investment policy of each Sub-Fund is set out in the sales prospectuses. Article 3 -Units 1. Units are issued in registered form only and recorded in a nominal account. The Management Company may provide for the issuance of fractional units. Fractional units may be issued up to three decimal places. In connection with the purchase of units in a

Sub-Fund, a unitholder account is opened in the investor’s name in the books of that Sub-Fund. This account is credited in respect of units held by the investor. Whenever a transaction is registered in the account of a unitholder, the latter will receive a statement of his account. 2. In accordance with article 5 of the Management Regulations (General Section), units of several classes may be issued. If applicable, this will be mentioned in the Prospectuses for the respective Sub-Funds.

For a Sub-Fund which has issued only one class of units, the net asset value of a unit is determined by dividing the net assets of the relevant Sub-Fund by the total number of units in that Sub-Fund outstanding at that time. For a Sub-Fund which has issued two or more classes of units, the net asset value of one unit for each class of units will be determined by dividing the net assets of the Sub-Fund attributed to this class of units by the total number of units of that same class outstanding at that time.

Article 4 –Currency of the Fund, Valuation Day, Issue, Redemption and Conversion of units 1. The Fund’s currency is the United States Dollar (USD). 2. The net asset value calculation as well as the calculation and the publication of the issue and redemption prices are done in the currency, in which the respective Sub-Fund is denominated. This will be laid down in the Sales Prospectuses. The net asset value may be expressed in other currencies than the base currency by using the same exchange rates than those used for the net asset value calculation of that same Valuation Day. The net asset value of a unit is determined by dividing the net assets of the relevant Sub-Fund by the total number of units in the same Sub-Fund outstanding at that time.

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3. The annual and semi-annual financial reports of the Fund include a consolidation of all Sub-Funds. These consolidated figures are expressed in USD. For this purpose, all figures expressed in another currency than the USD will be converted into USD by using the same exchange rates than those used for the net asset value calculation of that same Valuation Day. 4. The net asset value calculation is done each day which is a Bank Business Day in both Luxembourg and in Sweden; this day is called the Valuation Day. 5. Units are issued each Valuation Day. Unless otherwise provided in the Sales Prospectuses the following is applicable: For a subscription orders to be executed on a Valuation Day, written instructions must reach the Administrative Agent and the corresponding funds, in an immediately available form, must reach the subscription account before 15.30 hrs (Central European time) on a Valuation Day; otherwise, the order will be executed on the next following Valuation Day. 6. The issue price of units in a Sub-Fund includes the net asset value of a unit in that Sub-Fund calculated in accordance with article 9 of the Management Regulations (General Section), which may be increased by an issue commission, as laid down in the Fund’s Prospectuses. Fractions of units may be issued. If applicable, this will be mentioned in the Fund’s Prospectuses. The Management Company may determine a minimum initial subscription amount, which will be laid down in the Fund’s Prospectuses. 7. Owners of units may apply at any time for redemption of their units, which will be effected at the net asset value ruling at that time, eventually decreased by a redemption fee, as laid down in the Fund’s Prospectuses. Payment will be made in the currency of the relevant Sub-Fund or any other currency laid down in the Sales Prospectus, within ten bank business days

following the corresponding Valuation Day. 8. Unless otherwise provided in the Sales Prospectuses the following is applicable: In case a redemption order is to be executed at the redemption price ruling on a Valuation Day, the application for redemption of units must reach the Administrative Agent before 15.30 hrs (Central European time) on the corresponding Valuation Day; otherwise the order will be executed on the next following Valuation Day for execution at the redemption price then ruling. 9. Owners of units may convert all or part of the units they own in a Sub-Fund into units in another Sub-Fund, or units of one class into units of another class. The conversion is executed on the basis of the net asset value per unit in the relevant Sub-Funds and classes, applicable on the same date, which may be increased by a conversion fee, as laid down in the Fund’s Prospectuses. Unless otherwise provided in the Sales Prospectuses the following is applicable: To apply for conversion, the unitholder must send an irrevocable request in writing to the Management Company. If received before 15.30 hrs (Central European time) on a Valuation Day, requests for conversion are executed on the basis of the net asset value per unit of the relevant Sub-Funds and the relevant class, ruling on that same Valuation Day. Requests for conversion received after that deadline will be held over to the next Valuation Day to be executed at the prices ruling on that day. Article 5 –Dividend policy 1. The Management Company will decide from time to time if and to what extent dividends should be paid to unitholders of a respective Sub-Fund, respectively of the respective class of such a Sub-Fund. Without prejudice to our intention to obtain UK distributor status, distributions may be paid entirely or partly in the form of bonus units. Any remaining fractions of units may be paid out in cash or credited. Dividends not claimed within five years from their due date will elapse and revert to the

relevant fund, or the respective class. Article 6 –Costs 1. The respective Sub-Fund shall pay a fee of maximum 1.75% p.a. to the Management Company. This fee is based on the average net assets of each Sub-Fund calculated daily during the relevant month. This fee shall in particular serve as compensation for the administrator and the Fund manager, as well as for the distribution of the Sub-Fund’s units and the services of the Custodian Bank. The fee shall generally be withdrawn from the Sub-Fund at the end of each month. 2. Furthermore, the Management Company may be entitled to a performance fee. If applicable, the method of calculation and the respective amount are laid down in the Sales Prospectuses. 3. All taxes and duties owed on the Sub-Funds’ assets and income will be borne by the Sub-Fund. 4. Bank and brokerage fees for transactions in securities making up the Fund’s portfolio as well as fees on transfers referring to redemption of units will be borne by the Fund. Article 7 –Financial year The accounts of the Fund are closed on December 31 of each year.

Article 8 –Term and liquidation of the Sub-Funds 1. The Management Company may at any time decide upon the liquidation of one or more Sub-Funds, particularly in situations of a notable modification of the economic and/or political prevailing circumstances, or if the net assets of a Sub-Fund fall under a certain level to be determined by the Management Company which will not allow an efficient and rational management or in any other cases which will be in the unitholders’ interest. In case the net assets of a Sub-Fund drop down to zero due to redemptions, the Management Company may decide that this Sub-Fund is closed.

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The decisions of the Management Company to liquidate a Sub-Fund must be announced by a notice published in a Luxembourg newspaper and in newspapers of such countries, where the units are publicly sold. The registered unitholders will be informed by registered mail. 2. No application for subscription or conversion of units will be accepted after the date of the event leading to the dissolution and the decision to liquidate the Sub-Funds. If the equal treatment between unitholders is ensured, redemption requests may be treated. Following the Management Company’s instruction, the Custodian Bank will liquidate each Sub-Fund’s assets in the best interests of the unitholders and will apportion the proceeds of the liquidation, after deduction of liquidation costs, amongst the unitholders of the relevant Sub-Fund according to the respective prorata. Any amounts unclaimed by the unitholders at the closing of the liquidation of a Sub-Fund will be deposited during six (6) months

with the Custodian Bank and thereafter, if required by law, converted into euro and deposited by the Custodian Bank with the Caisse des Consignations in Luxembourg for a duration of thirty (30) years. If amounts deposited remain unclaimed beyond the prescribed time limit, they shall be forfeited. 3. Liquidation and distribution of a Sub-Fund cannot be requested by an owner of units, his heirs or beneficiaries.

Article 9 –Merger of Sub-Funds In accordance with the terms and conditions set out hereafter, the Management Company may decide, at any time, to merge one or several Sub-Funds of the Fund with other Sub-Funds of the same Fund or with another undertaking for collective investment (with or without Sub-Funds). Such a merger can only be carried out, if the investment policy of the absorbing entity does not breach the investment policy of the entity to be absorbed.

In case of a merger with another collective investment undertaking or any other Sub-Fund of the Fund, the subscription price may be paid by contribution in kind of all assets and liabilities of the absorbed Sub-Fund, valued pursuant to the rules laid down in article 9 of the Management Regulations (General Section). Units of the respective classes will be issued at their respective net asset value against contribution in kind valued this way. All expenses related to this contribution in kind will be charged to the contributor. In such event, notice will be given in writing to registered unitholders and, if the Management Company so decides, will be published in a Luxembourg newspaper and in newspapers of such countries, where the units are publicly sold. Each unitholder of the relevant Sub-Fund shall be given the possibility, within a period of at least thirty (30) days, to request either the redemption or the conversion of his units against units of the absorbing Sub-Fund at no cost for the unitholder.

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E. NOTE FOR INVESTORS IN THE UNITED KINGDOM Dividend Policy It is intended that all “D“ Classes of Units of the Fund will distribute at least 85% of the net investment income attributable to such Classes of Units, computed broadly in accordance with the definition of net taxable income under United Kingdom corporation tax principles (subject to the application of any de minimis threshold) so that these Classes of Units of the applicable sub fund continue to qualify as "distributing" for the purposes of United Kingdom tax legislation relating to offshore Funds. The above position reflects the Fund´s Management Company's understanding of the current UK tax laws, regulations and practice. UK resident Investors should seek their own professional advice as to tax matters and other relevant considerations. The above should not be taken as constituting legal or tax advice and, Investors should obtain information and, if necessary, should consult their professional advisers on the possible tax or other consequences of buying, holding, transferring or selling the Units under the laws of their countries of origin citizenship, residence or domicile.